Indianapolis-based Republic Airways Holdings Inc. (Nasdaq: RJET) is closer to selling Frontier Airlines. Chief Executive Officer Bryan Bedford says there is a non-binding preliminary deal with a third party, which is not being named. During a conference call to discuss the company's quarterly earnings, Bedford said there are several conditions that need to be met before any binding agreement is reached. Bedford stresses there is no assurances that the deal will be completed, but if all goes well he expects a closing late in the third quarter.

Republic has been trying to sell, or spin-off, Frontier since 2011.

The company won an auction for bankrupt Frontier in 2009. Republic took control of the airline once it emerged from bankruptcy for nearly $109 million.

Southwest Airlines Co. (NYSE: LUV) had also submitted a bid for Frontier, but could not reach a seniority rights agreement with pilots.

Source: Republic Airways Holdings Inc, Inside INdiana Business

July 26, 2013

News Release

Indianapolis, Ind. -- Republic Airways Holdings Inc. (NASDAQ: RJET) today reported diluted earnings per share of $0.46, which is a 15.0% increase from the $0.40 per diluted share result in the second quarter of 2012. Net income increased 23.0% to $24.6 million for the quarter ended June 30, 2013, compared to net income of $20.0 million for the same period last year. Operating revenues totaled $664.4 million, a decrease of 8.7%, compared to $728.1 million for the second quarter of 2012.

"We are pleased to report improved financial results for the second quarter, driven primarily by the year over year improvement in our small regional jet operations at Chautauqua," said Republic Chairman, President and CEO Bryan Bedford. "Our process to sell Frontier continues and I am very pleased that we were able to reach tentative labor agreements with both our Flight Dispatchers and Flight Attendants, which remain subject to membership ratification. I am thankful for the continued professionalism and dedication of my 10,000 co-workers on behalf of our passengers."

Republic Segment Summary

Republic's pre-tax income improved 45.8% to $27.7 million from $19.0 million in the prior year's second quarter, due mainly to the redeployment of idled 50-seat aircraft and the successful completion of our Chautauqua restructuring efforts in late 2012.

Total Republic revenues decreased $20.6 million, or 5.8%, from the second quarter of 2012 to $336.8 million in the second quarter of 2013. Fixed-fee service revenue increased $34.9 million, or 12.4%, to $316.9 million, despite the removal of fuel expense and related reimbursement on our United E170 fixed-fee agreement, which accounted for $25.1 million of revenues in the prior year's second quarter. The majority of the increase in fixed-fee revenues relates to Republic's Q400 agreement with United that began in the second half of 2012 and Republic's E190 charter agreement, which began in January 2013. Republic passenger service revenue decreased $56.1 million due to a reduction of pro-rate operations with Frontier, as aircraft previously operating in pro-rate service were either transitioned to other fixed-fee agreements or sold.

Fuel costs for Republic decreased $42.3 million to $12.1 million for the quarter, due mainly to the removal of fuel expense on our United agreement as noted above. The fuel cost per gallon, including into-plane taxes and fees, increased to $3.34 per gallon in the second quarter of 2013, compared to $3.26 per gallon in the prior year's second quarter. The fuel cost per gallon related to our fixed-fee charter agreement is generally higher than our pro-rate operations with Frontier and is treated as a pass through cost under the agreement.

As of June 30, 2013, Republic operated a fleet of 232 aircraft. Within our fixed-fee commercial and charter agreements, Republic operated 70 aircraft with 44-50 seats and 157 aircraft with 69-99 seats. In addition, Republic operated five 99-seat aircraft under the pro-rate agreement with Frontier, down from seventeen, 99-seat aircraft operated in pro-rate service during the second quarter of 2012.

The Company expects to take delivery of 18 E175 aircraft to operate under its American capacity purchase agreement by the end of 2013. Additionally, the Company expects to place into service the final six Q400 aircraft under its United capacity purchase agreement over the next two quarters.

Frontier Segment Summary

For the quarter ended June 30, 2013, Frontier posted pre-tax income of $13.7 million, which is down slightly from $14.1 million of pre-tax income for the quarter ended June 30, 2012.

Frontier's capacity, as measured by available seat miles (ASMs), was down 10.1% from the prior year's second quarter, as a result of operating fewer Airbus aircraft. Frontier's total revenues decreased 11.6% to $327.6 million for the quarter, compared to $370.7 million for the same period in 2012. Total revenue per ASM (TRASM) decreased 1.6% to 11.98 cents in the second quarter of 2013 from 12.18 cents in the second quarter of 2012.

Fuel costs decreased from the prior year's second quarter by $22.6 million to $114.2 million for the quarter. The fuel cost per gallon, including into-plane taxes and fees, decreased to $3.14 per gallon in the second quarter of 2013, compared to $3.35 per gallon in the prior year's second quarter. The second quarter of 2013 results included a loss on fuel hedges of $1.7 million, or $0.05 per gallon.

The operating unit cost for Frontier, excluding fuel, was 7.27 cents per ASM for the second quarter of 2013, a 1.3% increase compared to 7.18 cents per ASM for the same quarter of 2012.

As of June 30, 2013, Frontier operated 52 Airbus aircraft, compared to 58 Airbus aircraft as of June 30, 2012. All six aircraft removed were returned to lessors.

Recent Business Developments

On June 17, 2013, the Company announced it had reached a tentative agreement (TA) on a new five-year contract with the Transportation Workers Union (TWU) Local 540 Dispatchers. This TA is currently being voted on by union membership and we expect the voting results on August 1, 2013.

On June 24, 2013, the Company announced it had reached a TA on a new five-year contract with the International Brotherhood of Teamsters (IBT) Local 135 Flight Attendants. This TA is currently being voted on by union membership and we expect the voting results on July 29, 2013.

On July 15, 2013, the Company announced that it had entered into an agreement with an affiliate of the Brazilian Development Bank (BNDES) for the financing of 47 Embraer E175 aircraft. These aircraft will provide service under the terms of the capacity purchase agreement with American Airlines announced in January. The first aircraft was delivered on July 15, 2013, and is scheduled to go into service with American on August 1, 2013.

Balance Sheet and Liquidity

The Company's total cash balance increased $44.8 million to $439.1 million as of June 30, 2013, compared to December 31, 2012. Restricted cash increased $53.2 million, to $200.3 million, from December 31, 2012. The Company's unrestricted cash balance decreased $8.4 million, to $238.8 million, from December 31, 2012. A condensed consolidated balance sheet and cash flow statement have been included in the tables section of this release.

The Company's debt decreased to $1.98 billion as of June 30, 2013, compared to $2.12 billion at December 31, 2012. As of June 30, 2013, approximately 90% of the debt is at a fixed interest rate. The Company has significant long-term lease obligations for aircraft that are classified as operating leases and are not reflected as liabilities on the Company's consolidated balance sheet. At a 6% discount factor, the present value of these lease obligations was approximately $0.9 billion and $1.0 billion as of June 30, 2013, and December 31, 2012, respectively.

Corporat