Gogo Announces Fourth Quarter and Full-Year 2019 Financial Results

CHICAGO, March 13, 2020 /PRNewswire/ -- Gogo (NASDAQ: GOGO), the leading global provider of broadband connectivity products and services for aviation, today announced its financial results for the quarter and full-year ended December 31, 2019.

Q4 and Full-Year 2019 Highlights

    --  Consolidated revenue of $221.3 million in Q4 2019, up 2% from Q4 2018;
        Net loss of $22.4 million in Q4 2019
    --  Adjusted EBITDA((1)) of $34.4 million in Q4 2019, resulting in record
        full-year 2019 Adjusted EBITDA of $145.6 million
    --  Record BA Reportable Segment Profit of $41.7 million in Q4 2019, up 17%
        from Q4 2018
    --  2019 Cash Flow from Operating Activities of $64.1 million; Free Cash
        Flow((1)) improvement of $162.6 million in 2019 versus 2018,
        significantly exceeding guidance of improving Free Cash Flow by at least
        $100 million for the year
    --  Reached 1,407 2Ku and 1,657 total CA satellite aircraft online as of
        December 31, 2019, with a backlog of nearly 950 2Ku aircraft((2)), which
        included 150 new commitments from existing customers in the quarter. In
        Q4 2019, 2Ku aircraft online increased by 118.
    --  As of January 28, 2020, total flights on Gogo's AVANCE L5 and L3 systems
        reached 244,000, totaling 154 million miles flown. These milestones were
        reached approximately two years after the L5 launch in late 2017
    --  Qatar Airways selected Gogo's 2Ku solution for high-speed inflight
        connectivity and live TV on 70 Boeing and Airbus aircraft, with service
        expected to begin in 2020

Fourth Quarter 2019 Consolidated Financial Results

    --  Consolidated revenue increased to $221.3 million, up 2% from $217.2
        million in Q4 2018
        --  Service revenue of $167.2 million increased 4% from $160.0 million
            in Q4 2018, due to BA and CA-ROW service revenue growth
        --  Equipment revenue of $54.1 million declined 5% from $57.2 million in
            Q4 2018, primarily due to lower CA-ROW and CA-NA equipment revenue
    --  Net loss of $22.4 million improved from a net loss of $59.7 million in
        Q4 2018 due to a loss on debt extinguishment in 2018 and improved
        operating performance in 2019
    --  Adjusted EBITDA((1)) increased to $34.4 million, up 78% from $19.4
        million in Q4 2018, primarily driven by strong BA results and reduced
        reportable segment loss in CA-ROW
    --  Cash and cash equivalents were $170.0 million as of December 31, 2019.

COVID-19 (Coronavirus) Update
Given the uncertain impact that the quickly evolving COVID-19 (Coronavirus) pandemic will have on our business, Gogo is not providing 2020 financial guidance in this release. Gogo is closely tracking the impact of COVID-19 on global travel and its airline partners specifically and will provide a further update as appropriate.

"Our efforts are currently centered on managing the effects of the Coronavirus outbreak on our customers and employees," said Oakleigh Thorne, Gogo's President and CEO. "Gogo finished 2019 strongly as the Company benefitted from continued execution and a sharp uptick in our BA results in the fourth quarter. We are focused on positioning the Company for ultimate value creation as our industry rapidly evolves."

"Our operational and financial discipline produced Free Cash Flow well ahead of our projections for the year and record Adjusted EBITDA," said Barry Rowan, Gogo's Executive Vice President and CFO. "Our Free Cash Flow improvement of $163 million in 2019 versus 2018 significantly exceeded our guidance of an improvement of $100 million."

Fourth Quarter 2019 Business Segment Financial Results

Business Aviation (BA)

    --  Total revenue increased to $85.9 million, up 17% from Q4 2018, driven by
        strong growth in both service and equipment revenue
    --  Service revenue increased to $58.6 million, up 14% from Q4 2018, driven
        by a 9% increase in ATG units online and a 5% increase in average
        monthly service revenue per ATG unit online
    --  Equipment revenue increased to $27.3 million, up 22% from Q4 2018, based
        on continuing strong demand for AVANCE L5 and L3 systems
    --  Reportable segment profit increased to $41.7 million, up 17% from Q4
        2018, with reportable segment profit margin of 49%. Q4 2019 reportable
        segment profit was an all-time quarterly record for BA.

Commercial Aviation - North America (CA-NA)

    --  Total revenue decreased to $92.1 million, down 5% from Q4 2018
    --  Service revenue decreased to $85.5 million, down 4% from Q4 2018, due
        primarily to the deinstallation of ATG equipment on American Airlines
        aircraft, which was completed in June 2019, and the full impact of
        American Airlines' shift to the airline-directed model
    --  Equipment revenue decreased to $6.6 million, down 16% from Q4 2018, due
        to the shift in mix from airline-directed to turnkey installations
    --  Reportable segment profit decreased to $15.2 million, down 11% from Q4
        2018, due to lower revenue and higher satcom expense partially offset by
        lower operating expenses
    --  Aircraft online decreased to 2,442 as of December 31, 2019 from 2,551 as
        of December 31, 2018 due to the previously planned removal of older
        mainline ATG aircraft from airlines' operating fleets
    --  Take rates increased to 13.6% in Q4 2019, up from 12.9% in Q4 2018
    --  Net annualized ARPA decreased to $112,000, down 1% from $113,000 in Q4
        2018

Commercial Aviation - Rest of World (CA-ROW)

    --  Total revenue decreased to $43.4 million, down 7% from Q4 2018
    --  Service revenue increased to $23.1 million, up 20% from Q4 2018, due to
        an increase in aircraft online
    --  Equipment revenue decreased to $20.2 million, down 25% from Q4 2018, due
        to a shift in mix from airline-directed to turnkey installations
    --  Reportable segment loss improved to $15.1 million, a 37% improvement
        from Q4 2018, due to increased service revenue and lower cost of
        equipment revenue and operating expenses
    --  Aircraft online increased to 792 as of December 31, 2019, up from 589 as
        of December 31, 2018
    --  Take rates were 13.7% in Q4 2019, consistent with Q4 2018
    --  Net annualized ARPA of $122,000 in Q4 2019 declined from $144,000 in Q4
        2018, due primarily to the significant growth in new aircraft fleets
        online, which typically initially generate lower net annualized ARPA

Full-Year 2019 Consolidated Financial Results

    --  Consolidated revenue of $835.7 million
        --  Service revenue increased to $664.4 million, up 5% from 2018, due to
            BA and CA-ROW service revenue growth, partially offset by a decline
            in CA-NA service revenue
        --  Equipment revenue decreased to $171.4 million, down 35% from 2018,
            primarily due to fewer 2Ku installations, a shift in mix from
            airline-directed to turnkey installations and the transition to the
            airline-directed model by one airline in January 2018, as previously
            reported. This shift to the airline-directed model increased
            equipment revenue by approximately $45.4 million for the year ended
            December 31, 2018.
    --  Net loss decreased to $146.0 million, an improvement of 10% from 2018,
        primarily related to the performance improvement in CA-ROW and CA-NA.
        Excluding the loss on extinguishment of debt from both 2019 and 2018,
        net loss would have improved by 38% from 2018
    --  Adjusted EBITDA((1)) increased to $145.6 million, an increase of more
        than 100% from $71.2 million in 2018, primarily related to improved
        reportable segment profit in CA-NA and decreased reportable segment loss
        in CA-ROW
    --  Free Cash Flow((1)) improved by $162.6 million in 2019 as compared with
        2018, substantially exceeding previously released guidance of an
        improvement of at least $100 million.



            (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, 2019 as
                              filed with the Securities and
                              Exchange Commission on March
                              13, 2020, under the heading
                              "Contracts with Airline
                              Partners" in Item 1.

Change in Reportable Segment Presentation

During the fourth quarter of 2019, the Company revised the presentation of its reportable segments' operating results in order to exclude the impact of certain corporate costs from the calculation of total reportable segment profit (loss). This change is intended to provide better visibility to the operating performance of the Company's reportable segments by excluding the costs of corporate functions that are not directly attributable to the Company's reportable segments (including costs associated with executive, legal, finance and human resources). This change has also been applied retrospectively to the Company's comparative historical financial information presented in this earnings release. This revised presentation of reportable segment operating results does not impact Gogo's consolidated results or reportable segment revenue or cost of revenue.

Conference Call

The Company will host its fourth quarter conference call on March 13, 2020 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 4185846.

Non-GAAP Financial Measures

We report certain non-GAAP financial measurements, including Adjusted EBITDA, Free Cash Flow and Unlevered Free Cash Flow in the supplemental tables below. Management uses Adjusted EBITDA, Free Cash Flow and Unlevered 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, Free Cash Flow and Unlevered 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 Free Cash Flow or Unlevered 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 and (iii) use Free Cash Flow or Unlevered 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.

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, including the results of our ongoing discussions with Delta Air Lines with respect to its transition to free service, which may involve a decision to pursue supplier diversification for its domestic mainline fleet; the failure to maintain airline and passenger satisfaction with our equipment or our service; any inability to timely and efficiently deploy and operate our 2Ku service or implement our technology roadmap, including developing and deploying upgrades and installations of our ATG-4 and 2Ku technologies, Gogo 5G, any technology to which our ATG or satellite networks evolve and other new technologies, for any reason, including technological issues and related remediation efforts, changes in regulations or regulatory delays 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 demand and network capacity constraints, including as a result of airline partners shifting to a free-to-passenger business model; 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, including those related to the impact of COVID-19 on restrictions on and demand for air travel as well as disruptions to supply chain and installations; 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, including a shift toward airlines providing free service to passengers; 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 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 products and technologies; 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, 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, 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 improvements to systems, operations, strategy and procedures needed to support our growth and to effectively evaluate and pursue strategic opportunities; 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, 2019 as filed with the Securities and Exchange Commission ("SEC") on March 13, 2020.

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 
                December 31,                                                  Ended December 31,





                                                               2019                                     2018                                             2019                                        2018




     
                Revenue:



     Service revenue                                                $
           167,211                                        $
              160,037                                        $
           664,353              $
            630,147



     Equipment revenue                                                      54,099                                                     57,187                                                 171,373                        263,617




     
                Total revenue                                            221,310                                                    217,224                                                 835,726                        893,764






     
                Operating expenses:


      Cost of service revenue (exclusive of items
       shown below)                                                          84,342                                                     73,569                                                 297,848                        291,642


      Cost of equipment revenue (exclusive of items
       shown below)                                                          40,596                                                     51,641                                                 134,728                        222,244


      Engineering, design and development                                    28,093                                                     31,886                                                 108,610                        120,090



     Sales and marketing                                                    11,510                                                     13,532                                                  49,156                         58,823



     General and administrative                                             19,568                                                     23,117                                                  89,843                         94,269



     Depreciation and amortization                                          28,809                                                     33,170                                                 118,817                        133,617



                   Total operating expenses                                 212,918                                                    226,915                                                 799,002                        920,685



                   Operating income (loss)                                    8,392                                                    (9,691)                                                 36,724                       (26,921)





                   Other (income) expense:



     Interest income                                                         (844)                                                     (985)                                                (4,210)                       (4,292)



     Interest expense                                                       31,128                                                     30,871                                                 130,572                        122,809



     Loss on extinguishment of debt                                                                              19,653                                                     57,962                       19,653



     Other (income) expense                                                    177                                                        292                                                 (2,602)                           233




     
                Total other expense                                       30,461                                                     49,831                                                 181,722                        138,403





                   Loss before income taxes                                (22,069)                                                  (59,522)                                              (144,998)                     (165,324)



     Income tax provision (benefit)                                            282                                                        166                                                   1,006                        (3,293)




     
                Net loss                                         $
           (22,351)                                      $
              (59,688)                                     $
           (146,004)           $
            (162,031)




                   Net loss attributable to common
                    stock per share-basic and diluted                 $
           (0.28)                                        $
              (0.74)                                        $
           (1.81)              $
            (2.02)





                   Weighted average number of shares-basic and
                    diluted                                                  80,997                                                     80,303                                                  80,766                         80,038


                                                                 
       
                Gogo Inc. and Subsidiaries


                                                               
     
         Unaudited Condensed Consolidated Balance Sheets


                                                                   
           
                (in thousands)






                                                                            December 31,                               December 31,




                                                                                    2019                                        2018




     
                Assets



     
                Current assets:



     Cash and cash equivalents                                                              $
              170,016                              $
             184,155



     Short-term investments                                                                                                         39,323




     Total cash, cash equivalents and short-term investments                                          170,016                                         223,478


      Accounts receivable, net of allowances of $686 and $500,
       respectively                                                                                    101,360                                         134,308



     Inventories                                                                                      117,144                                         193,045



     Prepaid expenses and other current assets                                                         36,305                                          34,695




     
                Total current assets                                                                424,825                                         585,526






     
                Non-current assets:



     Property and equipment, net                                                                      560,318                                         511,867



     Goodwill and intangible assets, net                                                               76,499                                          83,491



     Operating lease right-of-use assets                                                               63,386



     Other non-current assets                                                                          89,672                                          84,212




     
                Total non-current assets                                                            789,875                                         679,570




     
                Total assets                                                            $
              1,214,700                            $
             1,265,096






     
                Liabilities and Stockholders' deficit



     
                Current liabilities:



     Accounts payable                                                                        $
              17,160                               $
             23,860



     Accrued liabilities                                                                              174,111                                         213,111



     Deferred revenue                                                                                  34,789                                          38,571



     Deferred airborne lease incentives                                                                26,582                                          24,145



     
                Total current liabilities                                                           252,642                                         299,687






     
                Non-current liabilities:



     Long-term debt                                                                                 1,101,248                                       1,024,893



     Deferred airborne lease incentives                                                               135,399                                         129,086



     Non-current operating lease liabilities                                                           77,808



     Other non-current liabilities                                                                     46,493                                          80,191




     
                Total non-current liabilities                                                     1,360,948                                       1,234,170




     
                Total liabilities                                                                 1,613,590                                       1,533,857






     
                Commitments and contingencies





     
                Stockholders' deficit



     Common stock                                                                                           9                                               9



     Additional paid-in-capital                                                                       979,499                                         963,458



     Accumulated other comprehensive loss                                                             (2,256)                                        (3,554)



     Accumulated deficit                                                                          (1,376,142)                                    (1,228,674)




     
                Total stockholders' deficit                                                       (398,890)                                      (268,761)



                   Total liabilities and stockholders' deficit                             $
              1,214,700                            $
             1,265,096


                                                 
              
                Gogo Inc. and Subsidiaries


                                 
              
                Unaudited Condensed Consolidated Statements of Cash Flows


                                                       
              
                (in thousands)








                                                                                                For the Years Ended December 31,





                                                                              2019                                           2018




     
                Operating activities:



     Net loss                                                                       $
              (146,004)                                 $
          (162,031)


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



     Depreciation and amortization                                                              118,817                                            133,617


      Loss on asset disposals, abandonments and write-downs                                       13,851                                             13,352



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



     Deferred income taxes                                                                          178                                            (3,821)



     Stock-based compensation expense                                                            16,511                                             16,912



     Amortization of deferred financing costs                                                     5,260                                              4,280


      Accretion and amortization of debt discount and premium                                     14,711                                             18,255



     Loss on extinguishment of debt                                                              57,962                                             19,653



     Changes in operating assets and liabilities:



     Accounts receivable                                                                         29,898                                           (17,064)



     Inventories                                                                                 29,092                                           (50,762)



     Prepaid expenses and other current assets                                                    (630)                                           (3,106)



     Contract assets                                                                           (21,863)                                          (30,485)



     Accounts payable                                                                           (4,111)                                           (3,864)



     Accrued liabilities                                                                       (11,452)                                            13,281



     Deferred airborne lease incentives                                                         (3,645)                                           (7,705)



     Deferred revenue                                                                           (4,971)                                           (1,021)



     Accrued interest                                                                          (29,646)                                             (955)



     Warranty reserves                                                                            3,875                                              8,009



     Other non-current assets and liabilities                                                   (3,772)                                           (7,305)



                   Net cash provided by (used in) operating activities                            64,061                                           (82,311)






     
                Investing activities:



     Purchases of property and equipment                                                      (100,123)                                         (108,632)


      Acquisition of intangible assets-capitalized software                                     (15,355)                                          (23,031)



     Purchases of short-term investments                                                                                         (39,323)



     Redemptions of short-term investments                                                       39,323                                            212,792



     Other, net                                                                                   2,446


                   Net cash provided by (used in) investing activities                          (73,709)                                            41,806






     
                Financing activities:



     Proceeds from issuance of senior secured notes                                             920,683



     Redemption of senior secured notes                                                       (741,360)



     Proceeds from issuance of convertible notes                                                                                  237,750



     Redemption of convertible notes                                                          (159,502)                                         (200,438)



     Payment of debt issuance costs                                                            (22,976)                                           (8,054)



     Payments on financing leases                                                                 (713)                                           (2,340)



     Stock-based compensation activity                                                              325                                                396


                   Net cash provided by (used in) financing activities                           (3,543)                                            27,314






     Effect of exchange rate changes on cash                                                      (250)                                               578




                   Decrease in cash, cash equivalents and restricted cash                       (13,441)                                          (12,613)


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



                   Cash, cash equivalents and restricted cash at end
                    of period                                                          $
              177,675                                    $
          191,116





      Cash, cash equivalents and restricted cash at end
       of period                                                                       $
              177,675                                    $
          191,116



     Less: current restricted cash                                                                  560                                              1,535



     Less: non-current restricted cash                                                            7,099                                              5,426



                   Cash and cash equivalents at end of period                          $
              170,016                                    $
          184,155





     
                Supplemental Cash Flow Information:



     Cash paid for interest                                                           $
              140,833                                    $
          101,489


                                               
              
                Gogo Inc. and Subsidiaries


                                    
              
                Supplemental Information - Key Operating Metrics




                                            
              
                Commercial Aviation North America

                                                                       ---





                                          For the Three Months                                                For the Years




                                          Ended December 31,                                                Ended December 31,





                            2019                            2018                                    2019                              2018





      Aircraft online (at
       period end)                    2,442                                            2,551                                      2,442       2,551



     Satellite                         865                                              670                                        865         670



     ATG                             1,577                                            1,881                                      1,577       1,881




      Total aircraft
       equivalents (average
       during the period)             2,500                                            2,673                                      2,496       2,818




      Net annualized
       average
       monthly
       service
       revenue per
       aircraft
       equivalent
       (annualized
       ARPA) (in
       thousands)                $
           112                                  $
              113                                 $
         122  $
         111




                                            
              
                Commercial Aviation Rest of World

                                                                       ---





                                          For the Three Months                                                For the Years




                                          Ended December 31,                                                Ended December 31,





                            2019                            2018                                    2019                              2018





      Aircraft online (at
       period end)                      792                                              589                                        792         589


      Total aircraft
       equivalents (average
       during the period)               700                                              498                                        632         418


      Net annualized
       ARPA (in
       thousands)                $
           122                                  $
              144                                 $
         130  $
         149

    --  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. All
        aircraft online for the CA-ROW segment are equipped with our satellite
        equipment. The decline in CA-NA's aircraft online is due to the
        deinstallation of our equipment from certain American Airlines aircraft
        during 2018 and the first half of 2019.
    --  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. The decline in CA-NA's aircraft equivalents is due to the
        deinstallation of our equipment from certain American Airlines aircraft
        during 2018 and the first half of 2019.
    --  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 expenses 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.


                                                   
           
          Business Aviation

                                                             ---





                          For the Three Months                                      For the Years




                           Ended December 31,                                       Ended December 31,





                                          2019                  2018                                   2019       2018





        Aircraft online
         (at period end)


        Satellite                                    5,001                                    5,124             5,001      5,124



       ATG                                          5,669                                    5,224             5,669      5,224


        Average monthly
         service revenue
         per aircraft
         online


        Satellite                              $
          263                          $
              249         $
        249  $
        243



       ATG                                          3,200                                    3,036             3,113      3,027


        Units Sold


        Satellite                                      215                                      145               560        460



       ATG                                            243                                      235               909      1,062


        Average equipment
         revenue per unit
         sold (in
         thousands)


        Satellite                               $
          35                           $
              37          $
        39   $
        39



       ATG                                             79                                       68                69         66

    ---
    --  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.
    --  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 - Reportable Segment Revenue and Reportable Segment Profit (Loss) 
          
             (1)


                                                                           
              
                (in thousands, unaudited)






                                                   
              
                For the Three Months Ended




                                                       
              
                December 31, 2019




                                               CA-NA                                                              CA-ROW                                           BA






     Service revenue                                   $
              85,467                                                                        $
         23,140         $
       58,604



     Equipment revenue                                              6,621                                                                               20,227              27,251



     Total revenue                                     $
              92,088                                                                        $
         43,367         $
       85,855





      Reportable segment profit (loss) (1)              $
              15,191                                                                      $
         (15,098)        $
       41,704







                                                   
              
                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





      Reportable segment profit (loss) (1)              $
              17,148                                                                      $
         (23,924)        $
       35,791







                                                       
              
                For the Year Ended




                                                       
              
                December 31, 2019




                                               CA-NA                                                              CA-ROW                                           BA






     Service revenue                                  $
              354,366                                                                        $
         88,065        $
       221,922



     Equipment revenue                                             23,653                                                                               60,657              87,063



     Total revenue                                    $
              378,019                                                                       $
         148,722        $
       308,985





      Reportable segment profit (loss) (1)              $
              97,920                                                                      $
         (62,314)       $
       143,966







                                                       
              
                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





      Reportable segment profit (loss) (1)              $
              62,286                                                                      $
         (90,779)       $
       140,198


     
     (1) Reportable segment profit (loss) is
              defined as net income (loss)
              attributable to common stock before
              unallocated corporate costs,
              interest expense, interest income,
              income taxes, depreciation and
              amortization, certain non-cash
              items (including amortization of
              deferred airborne lease incentives,
              stock-based compensation expense,
              loss on extinguishment of debt,
              amortization of STC costs and the
              accounting impact of the transition
              to the airline-directed model) and
              other income (expense). During the
              fourth quarter of 2019, we revised
              the presentation of our reportable
              segments' operating results in order
              to exclude the impact of certain
              corporate costs from the calculation
              of reportable segment profit (loss).
              Prior period amounts have been
              reclassified to conform to the
              revised presentation.
              Reconciliations of total reportable
              segment profit (loss) to loss before
              income taxes reflecting the revised
              presentation are included in the
              table below. Prior period reportable
              segment revenue and cost of revenue
              are not affected by the revised
              presentation of reportable segment
              operating results.



     
     (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," in our
              December 31, 2019 Form 10-K for
              additional information.


                                         
              
                Gogo Inc. and Subsidiaries


             
       
              Supplemental Information - Reportable Segment Cost of Service Revenue 
         
      (1)


                                          
              
                (in thousands, unaudited)




                                                                                                          % Change

                                   For the Three Months



                                                                                                          2019 over

                                   Ended December 31,



                                                                                                                    2018

                   2019                                        2018

                                                                                                                       ---



      CA-NA               $
              48,220                                         $
              42,915                      12.4

                                                                                                                              %



     BA                            13,893                                                     11,183                      24.2

                                                                                                                              %



     CA-ROW                        22,229                                                     19,471                      14.2

                                                                                                                              %



      Total               $
              84,342                                         $
              73,569                      14.6

                                                                                                                              %





                                                                                                          % Change

                                   For the Year Ended



                                                                                                          2019 over

               
            
                December 31,



                                                                                                                    2018

                   2019                                        2018

                                                                                                                       ---



      CA-NA              $
              162,221                                        $
              174,726                     (7.2)

                                                                                                                              %



     BA                            53,068                                                     42,833                      23.9

                                                                                                                              %



     CA-ROW                        82,559                                                     74,083                      11.4

                                                                                                                              %



      Total              $
              297,848                                        $
              291,642                       2.1

                                                                                                                              %


              
                (1)              Excludes depreciation and
                                               amortization expense.


                                       
              
                Gogo Inc. and Subsidiaries


             
     
            Supplemental Information - Reportable Segment Cost of Equipment Revenue 
         
      (1)


                                       
              
                (in thousands, unaudited)




                                                                                                        % Change

                                 For the Three Months



                                                                                                        2019 over

                                 Ended December 31,



                                                                                                                  2018

                 2019                                        2018

                                                                                                                     ---



      CA-NA              $
              5,892                                          $
              7,141                      (17.5)
                                                                                                                              %



     BA                          13,622                                                     12,972                         5.0
                                                                                                                              %



     CA-ROW                      21,082                                                     31,528                      (33.1)
                                                                                                                              %


      Total             $
              40,596                                         $
              51,641                      (21.4)
                                                                                                                              %





                                                                                                        % Change

                                 For the Year Ended



                                                                                                        2019 over

               
          
                December 31,



                                                                                                                  2018

                 2019                                        2018

                                                                                                                     ---



      CA-NA             $
              15,291                                         $
              90,661                      (83.1)
                                                                                                                              %



     BA                          51,744                                                     55,416                       (6.6)
                                                                                                                              %



     CA-ROW                      67,693                                                     76,167                      (11.1)
                                                                                                                              %


      Total            $
              134,728                                        $
              222,244                      (39.4)
                                                                                                                              %


              
                (1)              Excludes depreciation and
                                               amortization expense.


                                                                                                            
              
                Gogo Inc. and Subsidiaries


                                                                                        
         
      Supplemental Information - Reconciliation of Total Reportable Segment Profit (Loss), as Revised


                                                                                                            
              
                (in thousands, unaudited)




                                           
         
           For the Three Months Ended                                                                                      For the
                                                                                                                                                               Year
                                                                                                                                                              Ended





                                     Mar 31,                                        June 30,                                                   Sep 30,                                                   Dec 31,    Dec 31,
                                        2019                                             2019                                                       2019                                                       2019        2019





      CA-NA segment profit                     $
         30,662                                       $
              34,123                                                                               $
          17,944                 $
          15,191    $
            97,920



     CA-ROW segment loss                           (18,193)                                                (16,402)                                                                                    (12,621)                      (15,098)           (62,314)



     BA segment profit                               33,755                                                   31,395                                                                                       37,112                         41,704             143,966



      Total reportable segment
       profit                                         46,224                                                   49,116                                                                                       42,435                         41,797             179,572


      Unallocated corporate costs
       (1)                                          (8,333)                                                (10,920)                                                                                     (6,935)                       (7,177)           (33,365)



     Interest income                                  1,149                                                    1,230                                                                                          987                            844               4,210



     Interest expense                              (32,554)                                                (36,150)                                                                                    (30,740)                      (31,128)          (130,572)


      Depreciation and amortization                 (30,749)                                                (29,967)                                                                                    (29,292)                      (28,809)          (118,817)


      Amortization of deferred
       airborne lease incentives                       8,953                                                    6,077                                                                                        6,335                          7,186              28,551


      Amortization of STC costs                        (320)                                                   (322)                                                                                     (1,259)                         (805)            (2,706)


      Stock-based compensation
       expense                                       (4,327)                                                 (4,318)                                                                                     (4,066)                       (3,800)           (16,511)


      Loss on extinguishment of debt                                                                        (57,962)                                                                                                                                     (57,962)


      Other income (expense)                           3,365                                                    (443)                                                                                       (143)                         (177)              2,602



      Loss before income taxes               $
         (16,592)                                    $
              (83,659)                                                                             $
         (22,678)                $
        (22,069)    $
        (144,998)





                                           
         
           For the Three Months Ended

                                                                                                                                                                         For the
                                                                                                                                                               Year
                                                                                                                                                              Ended





                                     Mar 31,                                        June 30,                                                   Sep 30,                                                   Dec 31,    Dec 31,
                                        2018                                             2018                                                       2018                                                       2018        2018





      CA-NA segment profit                     $
         12,202                                       $
              14,476                                                                               $
          18,460                 $
          17,148    $
            62,286



     CA-ROW segment loss                           (21,526)                                                (23,505)                                                                                    (21,824)                      (23,924)           (90,779)



     BA segment profit                               32,304                                                   36,740                                                                                       35,363                         35,791             140,198



      Total reportable segment
       profit                                         22,980                                                   27,711                                                                                       31,999                         29,015             111,705


      Unallocated corporate costs
       (1)                                         (11,606)                                                 (8,465)                                                                                    (10,869)                       (9,335)           (40,275)



     Interest income                                  1,076                                                    1,328                                                                                          903                            985               4,292



     Interest expense                              (30,554)                                                (30,641)                                                                                    (30,743)                      (30,871)          (122,809)


      Depreciation and amortization                 (35,919)                                                (31,938)                                                                                    (32,590)                      (33,170)          (133,617)


      Transition to airline-
       directed model                                 19,302                                                    2,249                                                                                                                                        21,551


      Amortization of deferred
       airborne lease incentives                       7,630                                                    7,462                                                                                        8,074                          8,484              31,650


      Amortization of STC costs                        (172)                                                   (255)                                                                                       (292)                         (304)            (1,023)


      Stock-based compensation
       expense                                       (4,386)                                                 (4,213)                                                                                     (3,932)                       (4,381)           (16,912)


      Loss on extinguishment of debt                                                                                                                                                                                                  (19,653)           (19,653)


      Other income (expense)                             505                                                    (374)                                                                                        (72)                         (292)              (233)



      Loss before income taxes               $
         (31,144)                                    $
              (37,136)                                                                             $
         (37,522)                $
        (59,522)    $
        (165,324)





     
     (1) Represents costs that are not
              directly attributable to the
              Company's reportable segments,
              comprised primarily of the costs
              of corporate functions, including
              executive, legal, finance and
              human resources, but excluding
              stock-based compensation for
              those functions. For 2019,
              excluded stock-based compensation
              was $1.5 million, $1.5 million,
              $1.6 million and $1.5 million for
              the three month periods ending
              March 31, June 30, September 30
              and December 31 and $6.1 million
              for the full year. For 2018,
              excluded stock-based compensation
              was $1.5 million, $1.5 million,
              $1.4 million and $1.5 million for
              the three month periods ending
              March 31, June 30, September 30
              and December 31 and $5.9 million
              for the full year.


                                                                        
            
               Gogo Inc. and Subsidiaries


                                                                
              
             Reconciliation of GAAP to Non-GAAP Measures


                                                                 
              
             (in thousands, except per share amounts)


                                                                               
            
                (unaudited)






                                                          For the Three Months                                               For the Years




                                                          Ended December 31,                                               Ended December 31,





                                              2019                                 2018                                             2019                                2018




     
                Adjusted EBITDA:


      Net loss attributable to common
       stock (GAAP)                                $
          (22,351)                                   $
              (59,688)                             $
           (146,004)               $
             (162,031)



     Interest expense                                     31,128                                                  30,871                                         130,572                             122,809



     Interest income                                       (844)                                                  (985)                                        (4,210)                            (4,292)



     Income tax provision (benefit)                          282                                                     166                                           1,006                             (3,293)



     Depreciation and amortization                        28,809                                                  33,170                                         118,817                             133,617




     EBITDA                                               37,024                                                   3,534                                         100,181                              86,810



     Stock-based compensation expense                      3,800                                                   4,381                                          16,511                              16,912


      Amortization of deferred airborne lease
       incentives                                         (7,186)                                                (8,484)                                       (28,551)                           (31,650)



     Amortization of STC costs                               805                                                     304                                           2,706                               1,023


      Transition to airline-directed model                                                                                                                                   (21,551)



     Loss on extinguishment of debt                                                         19,653                                             57,962                           19,653


      Proceeds from litigation settlement                                                                                                     (3,215)



     Adjusted EBITDA                                $
          34,443                                      $
              19,388                               $
            145,594                   $
             71,197





                   Unlevered Free Cash Flow:


      Net cash provided by (used in)
       operating activities (GAAP) (1)             $
          (11,278)                                      $
              9,585                                $
            64,061                 $
             (82,311)


      Consolidated capital expenditures (1)              (37,250)                                                (7,251)                                      (115,478)                          (131,663)



     Free cash flow                                     (48,528)                                                  2,334                                        (51,417)                          (213,974)



     Cash paid for interest (1)                           54,356                                                   1,666                                         140,833                             101,489



     Interest income (2)                                   (844)                                                  (985)                                        (4,210)                            (4,292)



     Unlevered free cash flow                        $
          4,984                                       $
              3,015                                $
            85,206                $
             (116,777)




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


                            (2)     See unaudited condensed
                             consolidated statements of
                             operations.

Definition of Non-GAAP Measures:

EBITDA represents net loss attributable to common stock before interest expense, interest income, income taxes and depreciation and amortization expense.

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, (v) loss on extinguishment of debt and (vi) proceeds from litigation settlement. 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 that 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 that 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 that 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 reportable segment profit and loss (see Note 11, "Business Segments and Major Customers," for a description of reportable segment profit (loss) in our consolidated financial statements). Management evaluates reportable 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 decisions or the business model applicable to various connectivity agreements.

We believe that it is useful to 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 believe that the exclusion of litigation proceeds from Adjusted EBITDA is appropriate as this is non-recurring in nature and represents an infrequent financial benefit to our operating performance.

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.

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 that Free Cash Flow provides meaningful information regarding the Company's liquidity.

Unlevered Free Cash Flow represents Free Cash Flow adjusted for cash interest payments and interest income. We believe that Unlevered Free Cash Flow provides an additional view of the Company's liquidity, excluding the impact of our capital structure.



     
                Investor Relations Contact:                Media Relations Contact:



     Will Davis                               
     Dave Mellin



     +1 312-517-5725                          
     +1 303-301-3606



     
                ir@gogoair.com              
     
                pr@gogoair.com

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