MANAGEMENT 120B CASE 1 Southwest Airlines Company

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Southwest Airlines Co. (the “Company” or “Southwest”) is a major passenger airline that provides scheduled air transportation in the United States.

MANAGEMENT 120B

CASE 1

Southwest Airlines Company (LUV)
LEASES
Objective: Constructively capitalize operating leases.
Company Overview
Southwest Airlines Co. (the “Company” or “Southwest”) is a major passenger
airline that provides scheduled air transportation in the United States. The
Company commenced service on June 18, 1971, with three Boeing 737 aircraft
serving three Texas cities: Dallas, Houston, and San Antonio. The Company ended
2010 with 548 Boeing 737 aircraft serving 69 cities in 35 states throughout the
United States, and has announced its plans to begin service in March 2011 to two
new states and three new cities: Charleston, South Carolina; GreenvilleSpartanburg, South Carolina; and Newark, New Jersey. Based on the most recent
data available from the U.S. Department of Transportation, as of September 30,
2010, the Company was the largest domestic air carrier in the United States, as
measured by the number of originating passengers boarded.
The Company principally provides point-to-point, rather than hub-and-spoke,
service. This allows the Company to maximize the use of key assets, including
aircraft, gates, and Employees, and also facilitates the Company’s ability to
provide its markets with frequent, conveniently timed flights and low fares. The
Company’s point-to-point service is discussed in more detail below under
“Company Operations — Route Structure.
Excerpts from its 2014 annual report are shown below.
Requirements
Prepare a letter to explain the difference between operating and capital leases and
answer the following questions which relate to 2014 LUV financial statements,
unless stated otherwise.





What is the net amount of capital lease assets on the balance sheet?
What is the total amount of capital lease obligations on the balance sheet?
Calculate LUV’s total debt to total assets ratio.
What entry would LUV make in 2015 to record the effects of capital leases
existing at December 31, 2014? You may omit the depreciation entry.
What is the amount of operating lease obligations on the balance sheet?
What is the present value of operating lease payments?
What journal entry would be made to constructively capitalize the leases?
(ignore the effects of taxes)

Page | 1

Management 120B

Southwest Airlines Co.
Consolidated Balance Sheet
(in millions, except share data)
December 31,
2014
ASSETS
Current assets:
Cash and cash equivalents
Short-term investments
Accounts and other receivables
Inventories of parts and supplies, at cost
Deferred income taxes
Prepaid expenses and other current assets
Total current assets

$

1,282
1,706
365
342
477
232
4,404

Property and equipment, at cost:
Flight equipment
Ground property and equipment
Deposits on flight equipment purchase contracts
Assets constructed for others

18,473
2,853
566
621
22,513
8,221
14,292
970
534
20,200

Less allowance for depreciation and amortization
Goodwill
Other assets
$

December 31, 2013

$

1,355
1,797
419
467
168
250
4,456

16,937
2,666
764
453
20,820
7,431
13,389
970
530
19,345

$

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable
Accrued liabilities
Air traffic liability
Current maturities of long-term debt
Total current liabilities

$

1,203
1,565
2,897
258
5,923

$

1,247
1,229
2,571
629
5,676

Long-term debt less current maturities
Deferred income taxes
Construction obligation
Other noncurrent liabilities

2,434
3,259
554
1,255

2,191
2,934
437
771

Stockholders' equity:
Common stock, $1.00 par value: 2,000,000,000
shares authorized; 807,611,634 shares issued in 2014
and 2013
Capital in excess of par value

808
1,315

808
1,231
Page | 2

Management 120B
Retained earnings
Accumulated other comprehensive loss
Treasury stock, at cost: 132,017,550 and 107,136,946
shares in 2014 and 2013 respectively
Total stockholders' equity

7,416
(738 )

$

6,431
(3 )

(2,026 )
6,775
20,200

(1,131 )
7,336
19,345

$

Page | 3

Management 120B

Southwest Airlines Co.
Consolidated Statement of Income
(in millions, except per share amounts)
2014

Year ended December 31,
2013

2012

OPERATING REVENUES:
Passenger

$

17,658

$

16,721

$

16,093

Freight

175

164

160

Other

772

814

835

18,605

17,699

17,088

Salaries, wages, and benefits

5,434

5,035

4,749

Fuel and oil

5,293

5,763

6,120

Maintenance materials and repairs

978

1,080

1,132

Aircraft rentals

295

361

355

Landing fees and other rentals

1,111

1,103

1,043

Depreciation and amortization

938

867

844

Acquisition and integration

126

86

183

2,205

2,126

2,039

16,380

16,421

16,465

2,225

1,278

623

Total operating revenues

OPERATING EXPENSES:

Other operating expenses
Total operating expenses

OPERATING INCOME

OTHER EXPENSES (INCOME):
Interest expense
Capitalized interest
Interest income
Other (gains) losses, net
Total other expenses (income)

INCOME BEFORE INCOME TAXES
PROVISION FOR INCOME TAXES

130
(23 )
(7 )
309
409

131
(24 )
(6 )
(32 )
69

147
(21 )
(7 )
(181 )
(62 )

1,816

1,209

685

680

455

264
Page | 4

Management 120B
NET INCOME

$

1,136

$

754

$

421

NET INCOME PER SHARE, BASIC

$

1.65

$

1.06

$

0.56

NET INCOME PER SHARE, DILUTED

$

1.64

$

1.05

$

0.56

Cash dividends declared per common share

$

.2200

$

.1300

$

.0345

Page | 5

Management 120B

Southwest Airlines Co.
Consolidated Statement of Comprehensive Income
(in millions)
Year ended December 31,
2014
2013
2012

NET INCOME
$
Unrealized gain (loss) on fuel
derivative instruments, net of
deferred taxes of ($430), $31,
and $74
Unrealized gain (loss) on interest
rate derivative instruments, net
of deferred taxes of $5, $19, and
$0
Unrealized gain (loss) on defined
benefit plan items, net of
deferred taxes of ($8), $15, and
($11)
Other, net of deferred taxes of
$0, $7, and $3
OTHER COMPREHENSIVE
INCOME (LOSS)
COMPREHENSIVE INCOME

1,136

$

(727 )

754

$

52

421

120

8

31

(1 )

(16 )

24

(17 )



9

3

$

(735 )

$

116

$

105

$

401

$

870

$

526

Page | 6

Management 120B

Southwest Airlines Co.
Consolidated Statement of Stockholders' Equity
(in millions, except per share amounts)

Common
Stock

Balance at December
31, 2011
Repurchase of
common stock
Issuance of
common and
treasury stock
pursuant to
Employee
stock plans
Net tax benefit
(expense) of
options
exercised
Share-based
compensation
Cash
dividends,
$.0345 per
share
Comprehensive
income
Balance at December
31, 2012
Repurchase of
common stock
Issuance of
common and
treasury stock
pursuant to
Employee
stock plans
Net tax benefit
(expense) of
options
exercised
Share-based
compensation
Cash
dividends,
$.1300 per
share
Comprehensive
income

Year ended December 31, 2014, 2013, and 2012
Accumulated
Capital in
other
excess of
Retained
comprehensive
Treasury
par value
earnings
income (loss)
stock

$ 808

$ 1,222

$ 5,395









(400 )

(400 )



(4 )

(22 )



49

23



(24 )







(24 )



16







16





(26 )





(26 )





421

105



526

$ 808

$ 1,210

$ 5,768









(540 )

(540 )



12





84

96



(9 )







(9 )



18







18





(91 )





(91 )





754

116



870

$

$

(224 )

(119 )

$

$

(324 )

(675 )

Total

$ 6,877

$ 6,992

Page | 7

Management 120B
Balance at December
31, 2013
Repurchase of
common stock
Issuance of
common and
treasury stock
pursuant to
Employee
stock plans
Net tax benefit
(expense) of
options
exercised
Share-based
compensation
Cash
dividends,
$.2200 per
share
Comprehensive
income
Balance at December
31, 2014

$ 808

$ 1,231

$ 6,431

$









(955 )

(955 )



40





60

100



23







23



21







21





(151 )





(151 )





1,136

(735 )



401

$ 808

$ 1,315

$ 7,416

$

(3 )

(738 )

$ (1,131 )

$ (2,026 )

$ 7,336

$ 6,775

Page | 8

Management 120B
Southwest Airlines Co.
Consolidated Statement of Cash Flows
(in millions)
Year ended December 31,
2014
2013
2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income
Adjustments to reconcile net income to cash provided by
operating activities:

$

1,136

$

754

867

$

421

Depreciation and amortization

938

844

Unrealized (gain) loss on fuel derivative instruments

279

(5 )

(189 )

Deferred income taxes

501

50

251

54

(17 )

(33 )

142

(46 )

(104 )

36

343

186

Changes in certain assets and liabilities:
Accounts and other receivables
Other assets
Accounts payable and accrued liabilities
Air traffic liability
Cash collateral received from (provided to) derivative
counterparties

326

400

334

(233 )

57

233

Other, net

(277 )

74

121

2,902

2,477

2,064

(1,748 )

(1,433 )

(1,348 )

(80 )
(3,080 )

(14 )
(3,135 )


(2,481 )

3,185

3,198

2,996

(4 )
(1,727 )


(1,384 )

Net cash provided by operating activities
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures
Assets constructed for others
Purchases of short-term investments
Proceeds from sales of short-term and other investments
Other, net
Net cash used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES:


(833 )

Proceeds from issuance of long-term debt

300





Proceeds from Employee stock plans

110

96

27

27






(561 )
(139 )


(313 )
(71 )

38
(578 )
(22 )

Reimbursement for assets constructed for others
Proceeds from termination of interest rate derivative
instrument
Payments of long-term debt and capital lease obligations
Payments of cash dividends

Page | 9

Management 120B
Repayment of construction obligation
Repurchase of common stock
Other, net
Net cash used in financing activities

NET CHANGE IN CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD
CASH AND CASH EQUIVALENTS AT END OF
$
PERIOD
CASH PAYMENTS FOR:
Interest
Income taxes
SUPPLEMENTAL DISCLOSURE OF NONCASH
TRANSACTIONS:
Assets constructed for others

(5 )
(540 )
(18 )
(851 )

1,355

284

1,113

(73 )


(400 )
(12 )
(947 )

242

(11 )
(955 )
(19 )
(1,248 )

829

1,282

$

1,355

$

1,113

$

128

$

133

$

153

$

155

$

346

$

100

$

88

$

105

$

129

Page | 10

Management 120B
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(applicable portion)
December 31, 2014

Property and equipment
Property and equipment is stated at cost. Capital expenditures includes
payments made for aircraft, other flight equipment, purchase deposits related to
future aircraft deliveries, and ground and other property and equipment.
Depreciation is provided by the straight-line method to estimated residual values
over periods generally ranging from 23 to 25 years for flight equipment and 5 to 30
years for ground property and equipment once the asset is placed in service.
Residual values estimated for aircraft generally range from 2 to 20 percent and for
ground property and equipment generally range from 0 to 10 percent. Property
under capital leases and related obligations are initially recorded at an amount
equal to the present value of future minimum lease payments computed on the
basis of the Company’s incremental borrowing rate or, when known, the interest
rate implicit in the lease. Amortization of property under capital leases is on a
straight-line basis over the lease term and is included in Depreciation and
amortization expense. Leasehold improvements generally are amortized on a
straight-line basis over the shorter of the estimated useful life of the improvement
or the remaining term of the lease. Assets constructed for others primarily consists
of airport improvement projects, once placed into service, in which the Company is
considered the accounting owner of the facilities, and such assets are amortized to
estimated residual value over the term of the Company's lease or the expected life
of the asset. See Note 4 for further information.
The Company evaluates its long-lived assets used in operations for
impairment when events and circumstances indicate that the undiscounted cash
flows to be generated by that asset are less than the carrying amounts of the asset
and may not be recoverable. Factors that would indicate potential impairment
include, but are not limited to, significant decreases in the market value of the
long-lived asset(s), a significant change in the long-lived asset’s physical
condition, and operating or cash flow losses associated with the use of the longlived asset. If an asset is deemed to be impaired, an impairment loss is recorded for
the excess of the asset book value in relation to its estimated fair value.
During first quarter 2012 the Company changed the estimated retirement
dates of several 737-300 and 737-500 aircraft based on revisions in the Company’s
fleet plan. This change, which was accounted for on a prospective basis, resulted in
an acceleration of depreciation expense, since the majority of these aircraft had
previously been expected to retire in periods beyond 2012, but were subsequently
expected to be retired during 2012. The impact of this change on the year ended
December 31, 2012 was an increase to Depreciation expense of $12 million.
Excluding the impact of Profit sharing and income taxes, the change resulted a $6
million decrease to Net income and a $0.01 decrease to Basic and Diluted Net
income per share for the year ended December 31, 2012.
Page | 11

Management 120B

During third quarter 2012 the Company changed the estimated residual
values of its entire fleet of owned 737-300 and 737-500 aircraft. This change was
based on an agreement entered into during July 2012, pursuant to which the
Company will lease or sublease certain aircraft to Delta Air Lines, Inc., and the
resulting impact this transaction will have on how the Company manages the
ultimate retirement of its owned 737-300 and 737-500 aircraft. See Note 7 for
further information on the lease/sublease transaction. Based on the expected
retirement dates and then current and expected future market conditions related to
its owned 737-300 and 737-500 aircraft, the Company reduced the residual values
of these aircraft from approximately ten percent of original cost to approximately
two percent of original cost. As this reduction in residual value was considered a
change in estimate, it was accounted for on a prospective basis, and thus the
Company will record additional depreciation expense over the remainder of the
useful lives for each aircraft. The impact of this change on the year ended
December 31, 2012 was an increase to Depreciation expense of $34 million.
Excluding the impact of Profit sharing and income taxes, the change resulted an
$18 million decrease to Net income and a $0.02 decrease to Basic and Diluted Net
income per share for the year ended December 31, 2012.

7. LEASES
The Company's fleet includes 16 aircraft on capital lease, including two
B717s, as of December 31, 2014, compared with four aircraft on capital lease as of
December 31, 2013. Amounts applicable to these aircraft that are included in
property and equipment were:
(in millions)

2014

2013

light equipment
$

214 $

69

22

12

Less: accumulated amortization

$
192 $
57
Total rental expense for operating leases, both aircraft and other, charged to
operations in 2014, 2013, and 2012 was $931 million, $997 million, and $943
million, respectively. The majority of the Company’s terminal operations space, as
well as 174 aircraft, which includes 76 B717s, were under operating leases at
December 31, 2014. For aircraft operating leases and for terminal operations
leases, expense is included in Aircraft rentals and in Landing fees and other rentals,
respectively, in the Consolidated Statement of Income. Future minimum lease
payments under capital leases and noncancelable operating leases and rentals to be
received under subleases with initial or remaining terms in excess of one year at
December 31, 2014, were:
(in millions)

Capital

Operating

Subleases

LFMP Operating
Page | 12

Management 120B

leases

2015

$

33

leases

$

753

facility leases, net
lease*
$

(93 )

$

24

$

684

2016

42

715

(103 )

24

636

2017

45

671

(103 )

24

592

2018

44

573

(102 )

25

496

2019

43

502

(97 )

25

430

202

1,802

(144 )

659

2,317

$ 409

$ 5,016

$ (642 )

$ 781

$ 5,155

Thereafter
Total minimum
lease payments
Less amount
representing
interest
Present value of
minimum lease
payments
Less current
portion
Long-term
portion
* See Note 4 for
further details

75

334
23
$ 311

The aircraft leases generally can be renewed for one to five years at rates
based on fair market value at the end of the lease term. Most aircraft leases have
purchase options at or near the end of the lease term at fair market value, generally
limited to a stated percentage of the lessor’s defined cost of the aircraft.
During fourth quarter 2013, the Company entered into sale and leaseback
transactions with a third party aircraft lessor for the sale and leaseback of two
Boeing 737-800 aircraft. The transactions were closed on the date of delivery from
Boeing, and resulted in the delivery payments being made by the aircraft lessor
directly to Boeing, and Southwest being refunded the $12 million in progress
payments it had previously made to Boeing during the period the aircraft was being
constructed. These transactions resulted in deferred gains that are not material,
which are being amortized over the terms of the respective leases, which are both
11 years. Both of the leases from these sale and leaseback transactions are
Page | 13

Management 120B

accounted for as operating leases. Under the terms of the lease agreements, the
Company will continue to operate and maintain the aircraft. Payments under the
lease agreements are fixed. The lease agreements contain standard termination
events, including termination upon a breach of the Company's obligations to make
rental payments and upon any other material breach of the Company's obligations
under the leases, and standard maintenance and return condition provisions. Upon
a termination of the lease due to a breach by the Company, the Company would be
liable for standard contractual damages, possibly including damages suffered by
the lessor in connection with remarketing the aircraft or while the aircraft is not
leased to another party.
On July 9, 2012, the Company signed an agreement with Delta Air Lines,
Inc. and Boeing Capital Corp. to lease or sublease all 88 of AirTran's B717s to
Delta at agreed-upon lease rates. The first converted B717 was delivered to Delta
in September 2013, and as of December 31, 2014, the Company had delivered a
total of 52 B717s to Delta. Over the expected term of the transition period for all
B717s, the Company expects to average approximately three B717 conversions per
month; however, as the Company previously announced, all B717s remaining at
Southwest were grounded on December 28, 2014. A portion of the B717 fleet that
will not be delivered to Delta until the second half of 2015 has been placed in
storage until each aircraft is ready to be converted. A total of 76 of the B717s are
on operating lease, ten are owned, and two are on capital lease.
The Company has paid and will continue to pay the majority of the costs to
convert the aircraft to the Delta livery and perform certain maintenance checks
prior to the delivery of each aircraft. The agreement to pay these conversion and
maintenance costs is a “lease incentive” under applicable accounting guidance. The
sublease terms for the 76 B717s on operating lease and the two B717s on capital
lease coincide with the Company's remaining lease terms for these aircraft from the
original lessor, which range from approximately three to nine years. The leasing of
the ten B717s that are owned by the Company is subject to certain conditions, and
the lease terms are for seven years, after which Delta will have the option to
purchase the aircraft at the then-prevailing market value. The Company accounts
for the lease and sublease transactions with Delta as operating leases, except for
the two aircraft classified by the Company as capital leases. The subleases of the
two capital lease aircraft are accounted for as direct financing leases. There are no
contingent payments and no significant residual value conditions associated with
the transaction.
The accounting for this transaction is based on the guidance provided for
lease transactions. For the components of this transaction finalized in third quarter
2012 and with respect to which the lease inception has been deemed to occur, the
Company recorded a charge of approximately $137 million during third quarter
2012. The charge represents the remaining estimated cost, at the scheduled date of
delivery of each B717 to Delta (including the conversion, maintenance, and other
contractual costs to be incurred), of the Company's lease of the 76 B717s that are
Page | 14

Management 120B

accounted for as operating leases, net of the future sublease income from Delta and
the remaining unfavorable aircraft lease liability established as of the acquisition
date. During 2014, the Company recorded an additional $22 million in expense for
its revised estimate of conversion costs for these B717s. The charges recorded by
the Company for this transaction were included as a component of Acquisition and
integration costs in the Company's Consolidated Statement of Income and were
included as a component of Other, net in Cash flows from operating activities in
the Company's Consolidated Statement of Cash Flows, and the corresponding
liability for this transaction is included as a component of Current liabilities and
Other noncurrent liabilities in the Company's Consolidated Balance Sheet. A
rollforward of the Company's B717 lease/sublease liability for 2014 and 2013 is
shown below:
(in millions)
B717 lease/sublease liability
Balance at December 31, 2012
$
128
Lease/sublease accretion
6
Lease/sublease payments, net (a)
(12 )
Balance at December 31, 2013
$
122
Lease/sublease accretion
5
Lease/sublease expense adjustment
22
Lease/sublease payments, net (a)
(86 )
Balance at December 31, 2014
$
63
(a) Includes lease conversion cost payments

The Company halted service of its B717 fleet as of December 28, 2014, and as a
result recorded an additional $9 million charge associated with the extension of the
time between when the Company removed the aircraft from revenue service and
when they enter the conversion process.

Page | 15
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