dal-20240331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☑			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2024


Or
☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 001-5424

DELTA AIR LINES, INC.

(Exact name of registrant as specified in its charter)


Delaware						58-0218548
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

Post Office Box 20706
Atlanta, Georgia						30320-6001
(Address of principal executive offices)						(Zip Code)

Registrant's telephone number, including area code: (404) 715-2600

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

DAL

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☑

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☑

Number of shares outstanding by each class of common stock, as of March 31, 2024

Common Stock, $0.0001 par value - 645,312,283 shares outstanding

This document is also available through our website at http://ir.delta.com/.


Table of Contents

			Page
Forward Looking Statements			1
Report of Independent Registered Public Accounting Firm			2

Part I. Financial Information
Item 1. Financial Statements			3
Consolidated Balance Sheets			3
Condensed Consolidated Statements of Operations and Comprehensive Income/(Loss)			4
Condensed Consolidated Statements of Cash Flows			5
Consolidated Statements of Stockholders' Equity			6
Notes to the Condensed Consolidated Financial Statements			7
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations			16
Item 3. Quantitative and Qualitative Disclosures About Market Risk			28
Item 4. Controls and Procedures			28

Part II. Other Information
Item 1. Legal Proceedings			28
Item 1A. Risk Factors			28
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			28
Item 6. Exhibits			29

Signature			30

Forward Looking Statements

Unless otherwise indicated or the context otherwise requires, the terms "Delta," "we," "us" and "our" refer to Delta Air Lines, Inc. and its subsidiaries.

FORWARD-LOOKING STATEMENTS

Statements in this Form 10-Q (or otherwise made by us or on our behalf) that are not historical facts, including statements about our estimates, expectations, beliefs, intentions, projections, goals, aspirations, commitments or strategies for the future, may be "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from historical experience or our present expectations. Known material risk factors applicable to Delta are described in "Item 1A. Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 ("Form 10-K"), other than risks that could apply to any issuer or offering. All forward-looking statements speak only as of the date made, and we undertake no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances that may arise after the date of this report except as required by law.

Delta Air Lines, Inc. | March 2024 Form 10-Q 1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of

Delta Air Lines, Inc.

Results of Review of Interim Financial Statements

We have reviewed the accompanying consolidated balance sheet of Delta Air Lines, Inc. (the Company) as of March 31, 2024, the related condensed consolidated statements of operations and comprehensive income/(loss), condensed consolidated statements of cash flows, and consolidated statements of stockholders' equity for the three-month periods ended March 31, 2024 and 2023, and the related notes (collectively referred to as the "condensed consolidated interim financial statements"). Based on our reviews, we are not aware of any material modifications that should be made to the condensed consolidated interim financial statements for them to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Company as of December 31, 2023, the related consolidated statements of operations, comprehensive income, cash flows, and stockholders' equity for the year then ended, and the related notes (not presented herein); and in our report dated February 12, 2024, we expressed an unqualified audit opinion on those Consolidated Financial Statements. In our opinion, the information set forth in the accompanying consolidated balance sheet as of December 31, 2023, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

Basis for Review Results

These financial statements are the responsibility of the Company's management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission (SEC) and the PCAOB. We conducted our review in accordance with the standards of the PCAOB. A review of interim financial statements consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.


			/s/ Ernst & Young LLP
Atlanta, Georgia
April 10, 2024

Delta Air Lines, Inc. | March 2024 Form 10-Q 2

Financial Statements

DELTA AIR LINES, INC.

Consolidated Balance Sheets

(Unaudited)


(in millions, except share data)	March 31, 2024		December 31, 2023
ASSETS
Current Assets:
Cash and cash equivalents	$	3,877	$	2,741
Short-term investments	589		1,127
Accounts receivable, net of allowance for uncollectible accounts of $16 and $17	3,748		3,130
Fuel, expendable parts and supplies inventories, net of allowance for obsolescence of $124 and $123	1,452		1,314
Prepaid expenses and other	1,913		1,957
Total current assets	11,579		10,269

Noncurrent Assets:
Property and equipment, net of accumulated depreciation and amortization of $22,156 and $21,707	35,915		35,486
Operating lease right-of-use assets	6,785		7,004
Goodwill	9,753		9,753
Identifiable intangibles, net of accumulated amortization of $913 and $911	5,981		5,983
Equity investments	3,247		3,457

Other noncurrent assets	1,709		1,692
Total noncurrent assets	63,390		63,375
Total assets	$	74,969	$	73,644

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Current maturities of debt and finance leases	$	2,809	$	2,983
Current maturities of operating leases	742		759
Air traffic liability	10,193		7,044
Accounts payable	4,541		4,446
Accrued salaries and related benefits	3,037		4,561
Loyalty program deferred revenue	4,018		3,908
Fuel card obligation	1,100		1,100
Other accrued liabilities	2,038		1,617
Total current liabilities	28,478		26,418

Noncurrent Liabilities:
Debt and finance leases	16,555		17,071

Pension, postretirement and related benefits	3,524		3,601
Loyalty program deferred revenue	4,523		4,512
Noncurrent operating leases	6,203		6,468
Deferred income taxes, net	994		908
Other noncurrent liabilities	3,541		3,561
Total noncurrent liabilities	35,340		36,121

Commitments and Contingencies

Stockholders' Equity:
Common stock at $0.0001 par value; 1,500,000,000 shares authorized, 657,166,677 and 654,671,194 shares issued	—		—
Additional paid-in capital	11,688		11,641
Retained earnings	5,622		5,650
Accumulated other comprehensive loss	(5,793)		(5,845)
Treasury stock, at cost, 11,854,394 and 11,224,246 shares	(366)		(341)
Total stockholders' equity	11,151		11,105
Total liabilities and stockholders' equity	$	74,969	$	73,644
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

Delta Air Lines, Inc. | March 2024 Form 10-Q 3

Financial Statements

DELTA AIR LINES, INC.

Condensed Consolidated Statements of Operations and Comprehensive Income/(Loss)

(Unaudited)


	Three Months Ended March 31,
(in millions, except per share data)	2024		2023
Operating Revenue:
Passenger	$	11,131	$	10,411
Cargo	178		209
Other	2,439		2,139
Total operating revenue	13,748		12,759

Operating Expense:
Salaries and related costs	3,791		3,386
Aircraft fuel and related taxes	2,598		2,676
Ancillary businesses and refinery	1,370		1,125
Contracted services	1,024		1,010
Landing fees and other rents	748		584
Aircraft maintenance materials and outside repairs	679		585
Depreciation and amortization	615		564
Regional carrier expense	550		559
Passenger commissions and other selling expenses	550		500
Passenger service	413		416
Aircraft rent	136		132
Profit sharing	125		72
Pilot agreement and related expenses	—		864


Other	535		563
Total operating expense	13,134		13,036

Operating Income/(Loss)	614		(277)

Non-Operating Expense:
Interest expense, net	(205)		(227)

Gain/(loss) on investments, net	(227)		122
Loss on extinguishment of debt	(4)		(22)

Miscellaneous, net	(56)		(102)
Total non-operating expense, net	(492)		(229)

Income/(Loss) Before Income Taxes	122		(506)

Income Tax (Provision)/Benefit	(85)		143

Net Income/(Loss)	$	37	$	(363)

Basic Earnings/(Loss) Per Share	$	0.06	$	(0.57)
Diluted Earnings/(Loss) Per Share	$	0.06	$	(0.57)


Comprehensive Income/(Loss)	$	89	$	(316)

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

Delta Air Lines, Inc. | March 2024 Form 10-Q 4

Financial Statements

DELTA AIR LINES, INC.

Condensed Consolidated Statements of Cash Flows

(Unaudited)


	Three Months Ended March 31,
(in millions)	2024		2023
Net Cash Provided by Operating Activities	$	2,408	$	2,235

Cash Flows from Investing Activities:
Property and equipment additions:
Flight equipment, including advance payments	(883)		(630)
Ground property and equipment, including technology	(310)		(370)

Purchase of short-term investments	—		(999)
Redemption of short-term investments	546		897


Other, net	10		2
Net cash used in investing activities	(637)		(1,100)

Cash Flows from Financing Activities:



Payments on debt and finance lease obligations	(712)		(1,166)

Cash dividends	(64)		—

Other, net	(11)		(13)
Net cash used in financing activities	(787)		(1,179)

Net Increase/(Decrease) in Cash, Cash Equivalents and Restricted Cash Equivalents	984		(44)
Cash, cash equivalents and restricted cash equivalents at beginning of period	3,395		3,473
Cash, cash equivalents and restricted cash equivalents at end of period	$	4,379	$	3,429

Non-Cash Transactions:
Right-of-use assets acquired or modified under operating leases	$	(34)	$	208
Flight and ground equipment acquired or modified under finance leases	6		25
Operating leases converted to finance leases	—