Earnings release
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NEWS RELEASE Republic Airways Announces Third Quarter 2026 Financial Results 2026-10-29 Resilient operational performance and stable nancial results despite disruptive weather Pre-tax income of $49.2 million and adjusted pre-tax income of $55.6 million Net income per diluted share of $0.75 and adjusted net income per diluted share of $0.85 Raised full year 2026 guidance CARMEL, Ind.--(BUSINESS WIRE)-- Republic Airways Holdings Inc. (NASDAQ: RJET) (the “Company” or “Republic”) today reported nancial results for the third quarter of 2026 and raised its outlook for the full year 2026. “We delivered strong third quarter nancial results with revenues increasing 34% and strong pro t margins,” said Matt Koscal, President and Chief Executive O cer. “I want to thank our team for their continued dedication and execution throughout an eventful summer travel season, achieving a 99.96% controllable completion factor while making meaningful progress on the integration and harmonization of Mesa. With strong cash generation, improved leverage, and our full-year outlook improved, we remain focused on disciplined execution and delivering long-term value for our shareholders.” The Company’s consolidated results reported in the third quarter of 2026 include the results of Mesa Airlines, Inc. (“Mesa”), while comparable prior periods exclude any Mesa results because the merger of Republic Airways Holdings Inc. and Mesa Air Group, Inc. was consummated on November 25, 2025 (the “Merger”). 1
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Third quarter 2026 GAAP nancial highlights: Revenues of $553.5 million Operating income of $63.2 million with an operating margin of 11.4% Pre-tax income of $49.2 million with a pre-tax margin of 8.9% Net income of $34.6 million with a net income margin of 6.3% Net income per diluted common share of $0.75 Unrestricted cash, cash equivalents, and marketable securities of $290.1 million Total debt and lease liabilities of $1.2 billion Third quarter 2026 Non-GAAP nancial highlights: Adjusted operating income of $69.9 million with an adjusted operating margin of 12.6% Adjusted pre-tax income of $55.6 million with an adjusted pre-tax margin of 10.0% Adjusted net income per diluted common share of $0.85 Adjusted EBITDAR of $106.8 million Strategic and operational highlights: Reached an agreement with American Airlines, Inc. (“American Airlines”) to place ve previously unassigned aircraft into service in December 2026 Completed 114,876 ights and produced block hours of 215,979 for Q3 2026 Achieved completion factor for Q3 2026 of 94.59%, and a controllable completion factor (excluding weather, air tra c control, and Partner-requested cancellations) of 99.96% for Q3 2026 Substantial progress on Merger integration activities - core support functions are substantially complete and relocated to Carmel, IN, and harmonization process of operational policies and procedures with the Federal Aviation Administration (“FAA”) is on track _____________________________ Operating margin %, pre-tax margin %, and net income margin % are expressed as the related metric as a percentage of revenues. Adjusted operating income and margin %, adjusted pre-tax income and margin %, adjusted net income, EBITDAR, adjusted EBITDAR, adjusted net debt, and leverage are non-GAAP nancial measures. Adjusted operating margin % and adjusted pre-tax margin % are expressed as the related metric as a percentage of revenues. For additional information about the non-GAAP nancial measures used in this press release and a reconciliation to the most comparable U.S. GAAP measure, see the “Non-GAAP Financial Information” section within this press release. 1 1 1 2 2 2 2 2 2 1 2 2
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Financial results Results are compared to the prior year quarterly period unless otherwise noted. Revenues were $553.5 million, up $141.5 million, or 34.3%. The increase is primarily attributable to the 26.2% increase in block hour production, driven by the addition of 60 E175 aircraft operating for United Airlines, following the Merger. Additionally, pass-through revenues increased $49.1 million, primarily due to shop-level maintenance for the Mesa harmonization. Operating expenses were $490.3 million, up $105.2 million, or 27.3%. The increase is primarily attributable to the expenses associated with the increase in ying operations with the 60 E175 aircraft and related associates following the Merger. Balance sheet, cash, and liquidity The Company generated $79.0 million of operating cash ow during the third quarter of 2026. As of September 30, 2026, the Company had $290.1 million in unrestricted cash and cash equivalents and marketable securities. Total capital expenditures inclusive of aircraft, rotable spare parts, and pre-delivery deposits for aircraft on order totaled $28.7 million for the third quarter of 2026. The Company has 26 additional E175 aircraft on order with Embraer, with scheduled deliveries expected from 2028 through 2030. Total debt and operating lease liabilities at September 30, 2026 were $1.2 billion. As of September 30, 2026, the Company’s adjusted net debtwas $863.0 million, and Q3 2026 adjusted EBITDAR was $106.8 million, resulting in trailing twelve-month leverage of 2.2x. Mesa Merger integration update The Company made signi cant progress integrating key support functions including maintenance and supply chain operations during the third quarter of 2026. In addition, we moved Mesa’s operations center to Carmel, Indiana and continued our work to streamline several operational workstreams that will pave the way for operations under a single operating certi cate. We expect the integration process to conclude in the rst half of 2028. 2026 guidance The Company is updating the following full year 2026 guidance, previously provided in the Q2 2026 update on July 2 2 2 3
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30, 2026: Company issued guidance:July 30, 2026 updateOctober 29, 2026 update Revenues ~ $2.1 billion No change Block hour production ~ 880,000 No change Adjusted EBITDAR $395 - $405 million$410 - $420 million Capital expenditures, net of new debt~ $90 million No change Debt repayments ~ $165 million No change Adjusted diluted EPS Not provided > $3.30 A reconciliation of the forward-looking guidance for the non-GAAP metric of adjusted EBITDAR and adjusted diluted EPS cannot be provided without unreasonable e ort because of the inherent di culty of accurately forecasting the occurrence and nancial impact of the various adjusting items necessary for such reconciliation that have not yet occurred, are out of our control, or cannot be reasonably predicted. For the same reasons, the Company is unable to assess the probable signi cance of the unavailable information, which could have a material impact on its future GAAP nancial results. Earnings call The Company will host a live webcast to discuss Q3 2026 nancial results on Thursday, October 29, 2026 at 8:30 a.m. EDT. The webcast link and related presentation materials are available at investor.rjet.com. A replay of the webcast will be available shortly after the webcast. About Republic Airways Founded in 1974, Republic Airways maintains a combined eet of 314 Embraer 170/175 aircraft, and its airlines o er scheduled passenger service on approximately 1,300 daily scheduled ights to approximately 125 cities in the United States, Canada, Mexico and the Caribbean. The airlines provide xed-fee ights operated under their codeshare Partners’ brands: American Eagle, Delta Connection and United Express. The airlines employ more than 8,500 aviation professionals. Learn more at www.rjet.com. Website and social media information We routinely post important news and information regarding Republic on our corporate website, www.rjet.com, 2 4
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our investor relations website, investor.rjet.com, and our social media channels to disclose important information about Republic Airways Holdings Inc. to comply with its disclosure obligations under Regulation Fair Disclosure. The information accessible through Republic’s website and social media channels are not incorporated into and are not considered part of this press release. Forward-looking statements Statements made in this press release that are not historical facts, including statements regarding our estimates, expectations, beliefs, intentions, projections, goals, aspirations, commitments, or strategies for the future should be considered “forward-looking statements” under the Private Securities Litigation Reform Act of 1995. Such statements are not guarantees or promised outcomes and should not be construed as such. All forward-looking statements involve a number of risks and uncertainties that could cause actual results to di er materially from the estimates, expectations, beliefs, intentions, projections, goals, aspirations, commitments and strategies re ected in or suggested by the forward-looking statements. These forward-looking statements may be identi ed by words such as “may,” “will,” “expect,” “intend,” “forecast,” “anticipate,” “believe,” “estimate,” “plan,” “project,” “could,” “should,” “hope,” “likely,” and “continue” and similar terms used in connection with statements regarding our outlook, anticipated operations, the revenue environment, contractual relationships, and our anticipated nancial performance. These statements include, but are not limited to, statements about the continued demand for our product, the e ect of economic conditions on Republic’s business, nancial condition and results of operations, the timing of scheduled aircraft deliveries, eet expansion, changes in aircraft seat con gurations, transition, and anticipated eet size for Republic in upcoming periods, expected production levels in future periods, pilot attrition trends, Republic’s coordination with American Airlines, Inc. (“American Airlines”), Delta Air Lines, Inc. (“Delta Air Lines”), and United Airlines, Inc. (“United Airlines”) (collectively, our “Partners” or “Partner Airlines”) regarding the delivery of aircraft under previously announced agreements and timing of placing new aircraft deliveries into service, the expected terms, timing, and bene ts related to Republic’s leasing, strategic arrangements, strategic agreements, and equity investments in third parties, scheduled ight service to smaller communities, increasing the utilization and e ciency of all eet types as well as Republic’s future nancial and operating results, plans, objectives, expectations, estimates, intentions and outlook, and other statements that are not historical facts. All forward-looking statements included in this press release and accompanying statements made by management are made as of the date hereof and are based on information available to Republic as of such date. Readers should note that many factors could a ect the future operating and nancial results of Republic and could cause actual results to vary materially from those expressed in forward-looking statements set forth in this press release and accompanying management statements. These factors include, but are not limited to, the challenges of competing successfully in a highly competitive and rapidly changing industry; developments associated with uctuations in the economy and the demand for air travel, including related to in ationary pressures and related decreases in customer demand and spending; uncertainty regarding potential future outbreaks of infectious diseases or other 5
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health concerns and the consequences of such outbreaks to the travel industry, including travel demand and travel behavior and our Partner Airlines in general and the nancial condition and operating results of Republic, in particular; the prospects of entering into agreements with existing or other carriers to y new aircraft; uncertainty regarding timing and performance of key third-party service providers; ongoing negotiations between Republic and its Partner Airlines regarding their contractual obligations; uncertainties regarding operation of new aircraft; the ability to attract and retain quali ed pilots, mechanics and other personnel; the impact of regulatory issues such as pilot rest rules and quali cation requirements; the ability to obtain aircraft nancing; the nancial stability of Republic’s Partner Airlines and any potential impact of their nancial condition on the operations of Republic; uctuations in ight schedules, which are determined by the Partner Airlines for whom Republic conducts ight operations; variations in market and economic conditions; signi cant aircraft debt commitments; estimated useful lives of long-lived assets, residual values of aircraft and related equipment and related asset impairments; labor relations and costs; the impact of global instability; rapidly uctuating fuel costs and potential fuel shortages; the impact of weather-related, natural disasters and other air safety incidents on air travel and airline costs; aircraft deliveries; uncertainty regarding ongoing international hostilities, including con icts in the Middle East and between Russia and Ukraine, and the related impacts on macroeconomic conditions and on the international operations of any of our Partner Airlines as a result of such con icts; the availability of parts used in connection with maintenance and repairs of the aircraft; the availability of suitable replacement aircraft for aging aircraft; the impact of enacted, proposed, and rescinded U.S. tari s on global economic conditions and the nancial markets, passenger demand, the cost of aircraft parts and supplies sourced internationally and the cost of service providers located outside of the United States; the impact of potential future U.S. government shutdowns on air tra c controller sta ng and ight cancellations; and other unanticipated factors. There may be other factors that could a ect matters discussed in forward-looking statements set forth in this press release and accompanying management statements, which factors may also cause actual results to di er materially from those discussed. We assume no obligation to publicly update any forward-looking statement to re ect actual results, changes in assumptions or changes in other factors a ecting these statements other than as required by applicable law. For additional information on these and other factors that could cause Republic’s actual results to di er materially from expected results, please see Republic’s ling with the Securities and Exchange Commission (the “SEC”), including the section entitled “Risk Factors”, in the Company’s Annual Report on Form 10-K led with the SEC on March 19, 2026, as such factors may be updated from time to time in Republic’s lings with the SEC, which are or will be accessible on the SEC’s website at www.sec.gov. 6
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Condensed consolidated statements of operations (In millions, except per share amounts) (Unaudited) Three Months Ended Nine Months Ended September 30, 2026 September 30, 2025 September 30, 2026 September 30, 2025 REVENUES $ 553.5 $ 412.0 $ 1,652.0 $ 1,212.4 OPERATING EXPENSES: Wages and bene ts 231.1 188.6 703.7 547.6 Aircraft and engine rent 1.6 — 5.6 — Maintenance and repair 133.5 78.2 381.2 228.6 Depreciation and amortization 35.3 31.7 105.0 93.2 Executive separation and Merger-related items 6.7 25.0 29.8 31.8 Other 82.1 61.6 250.6 177.0 Total operating expenses 490.3 385.1 1,475.9 1,078.2 OPERATING INCOME 63.2 26.9 176.1 134.2 OTHER INCOME (EXPENSE) Investment income (loss) and other, net 2.3 (2.0) 4.0 7.1 Interest expense (16.3) (15.7) (49.9) (44.8) Total other expense, net (14.0) (17.7) (45.9) (37.7) INCOME BEFORE INCOME TAXES 49.2 9.2 130.2 96.5 INCOME TAX EXPENSE 14.6 2.5 37.5 25.3 NET INCOME $ 34.6 $ 6.7 $ 92.7 $ 71.2 NET INCOME PER COMMON SHARE—BASIC$ 0.75 $ 0.17 $ 2.03 $ 1.81 NET INCOME PER COMMON SHARE—DILUTED 0.75 0.17 2.01 1.78 WEIGHTED AVERAGE COMMON SHARES OUTSTANDING—BASIC 45.9 39.8 45.8 39.4 WEIGHTED AVERAGE COMMON SHARES OUTSTANDING—DILUTED 46.3 40.3 46.2 40.0 7
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Condensed consolidated balance sheets (In millions) (Unaudited) As of September 30, 2026 December 31, 2025 ASSETS CURRENT ASSETS: Cash, cash equivalents, and marketable securities$ 290.1 $ 296.5 Other current assets 262.0 244.2 Total current assets 552.1 540.7 Property and equipment, net 2,414.6 2,410.0 Other non-current assets 295.0 325.9 TOTAL ASSETS $ 3,261.7 $ 3,276.6 LIABILITIES AND SHAREHOLDERS’ EQUITY CURRENT LIABILITIES: Current portion of long-term debt and nance leases$ 183.2 $ 202.0 Current portion of operating lease liabilities 17.5 16.5 Accounts payable, accrued, and other liabilities 314.1 355.8 Total current liabilities 514.8 574.3 Long-term debt and nance leases—less current portion 841.4 882.9 Operating lease liabilities—less current portion 111.0 123.9 Deferred income taxes 245.1 220.9 Other non-current liabilities 126.9 146.1 8
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Total liabilities 1,839.2 1,948.1 Total shareholders’ equity 1,422.5 1,328.5 TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY$ 3,261.7 $ 3,276.6 Selected operational highlights For the Three Months Ended September 30, For the Nine Months Ended September 30, 2026 2025 % Change 2026 2025 % Change Block hours 215,979 171,179 26.2 % 655,272 501,014 30.8 % Departures 114,876 92,997 23.5 341,307 269,097 26.8 Average daily utilization (hours)9.5 9.6 (1.0) 9.7 9.6 1.0 Completion factor 94.59% 95.92% (1.33)pts 95.59% 96.77% (1.18)pts Controllable completion factor99.96 99.99 (0.03) 99.98 99.99 (0.01) 3.Re ects hours of aircraft movement from gate to gate (including taxi time before takeo and after landing) until the aircraft comes to rest at the next point of landing. 4.Re ects average daily utilization in block hours (aircraft movement from gate to gate, including taxi time) for the greater of actual in-service aircraft or minimum contracted scheduled aircraft, if applicable. 5.“Completion factor” means the percentage of scheduled ights that are completed. 6.“Controllable completion factor” means the percentage of completed scheduled ights over which we had control, excluding cancelled ights due to uncontrollable factors such as weather, air tra c control, and Partner-requested cancellations. Fleet Our eet as of September 30, 2026 consists of 314 aircraft, including 31 aircraft currently leased to American Airlines and eight unallocated spare aircraft. 3 4 5 6 9
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The eet has grown by 66 aircraft from the third quarter of 2025, when there were 248 total aircraft, including 215 in service for our Partners, 31 leased to American Airlines, and two unallocated spare aircraft. This increase includes 60 E175 aircraft owned by United Airlines and operated by Mesa, as well as six new deliveries from Embraer. Additionally, we have rm orders for 26 new Embraer E175 aircraft to be delivered from 2028 through 2030. Total aircraft in the eet as of September 30, 2026 are as follows: Operating aircraft American Airlines Delta Air Lines United Airlines Unallocated Aircraft Total Aircraft E170 13 11 — — 24 E175 79 46 126 — 251 Non-operating aircraft E170 31 — — 7 38 E175 — — — 1 1 Total 123 57 126 8 314 In August 2026, the Company entered into an agreement with American Airlines to place ve of the previously unallocated E170 aircraft into CPA service in December 2026. Non-GAAP nancial information In discussing nancial results and guidance, the Company refers to nancial measures that are not in accordance with GAAP. The non-GAAP nancial measures are provided as supplemental information to the nancial measures presented in this press release that are calculated and presented in accordance with GAAP, but should not be considered a substitute or superior to GAAP results. The tables presented below show reconciliations of non-GAAP nancial measures used in this earnings release to the most directly comparable GAAP measures. Reconciliation of net income to adjusted operating income, adjusted operating margin %, adjusted EBITDAR and EBITDAR: 10
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Three Months Ended Nine Months Ended (in millions) September 30, 2026 September 30, 2025 September 30, 2026 September 30, 2025 Net income $ 34.6 $ 6.7 $ 92.7 $ 71.2 Income tax expense 14.6 2.5 37.5 25.3 Pre-tax income 49.2 9.2 130.2 96.5 Investment (income) loss and other, net (2.3) 2.0 (4.0) (7.1) Interest expense 16.3 15.7 49.9 44.8 Operating income 63.2 26.9 176.1 134.2 Executive separation and Merger-related items 6.7 25.0 29.8 31.8 Adjusted operating income 69.9 51.9 205.9 166.0 Adjusted operating margin % 12.6 % 12.6 % 12.5 % 13.7 % Aircraft and engine rent 1.6 — 5.6 — Depreciation and amortization 35.3 31.7 105.0 93.2 Adjusted EBITDAR 106.8 83.6 316.5 259.2 Less: Executive separation and Merger-related items (6.7) (25.0) (29.8) (31.8) EBITDAR $ 100.1 $ 58.6 $ 286.7 $ 227.4 7.Adjusted operating margin % is a non-GAAP measures expressed as adjusted operating income as a percentage of revenues. Reconciliation of net income to adjusted pre-tax income, adjusted pre-tax margin %, and adjusted net income: Three Months Ended Nine Months Ended (in millions, except for per share amounts)September 30, 2026 September 30, 2025 September 30, 2026 September 30, 2025 Net income $ 34.6 $ 6.7 $ 92.7 $ 71.2 Income tax expense 14.6 2.5 37.5 25.3 7 11
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Executive separation and Merger-related items 6.7 25.0 29.8 31.8 (Income) loss from investments (0.3) 5.7 3.6 3.4 Adjusted pre-tax income 55.6 39.9 163.6 131.7 Adjusted pre-tax margin % 10.0 % 9.7 % 9.9 % 10.9 % Income tax expense 16.0 13.1 47.1 43.2 Adjusted net income $ 39.6 $ 26.8 $ 116.5 $ 88.5 Adjusted diluted earnings per share$ 0.85 $ 0.67 $ 2.52 $ 2.21 8.Adjusted pre-tax income represents net income before income taxes, executive separation and Merger-related items, and (income) loss from investments recorded to investment income (loss) and other, net in the condensed consolidated statements of operations. 9.Adjusted pre-tax margin % is a non-GAAP measure expressed as adjusted pre-tax income as a percentage of revenues. 10.Income tax expense re ects the tax e ect of each adjusting item over a baseline calculation. Reconciliation of debt to adjusted net debt and leverage: September 30, (in millions) 2026 2025 Debt and nance leases—current and noncurrent$ 1,024.6 $ 1,071.7 Operating lease obligations—current and noncurrent 128.5 121.0 Less: Cash and cash equivalents (128.6) (98.0) Less: Marketable securities (161.5) (172.0) Adjusted net debt 863.0 922.7 Adjusted EBITDAR (trailing 12 months) 399.7 324.8 Leverage 2.2x 2.8x 8 9 10 11 12
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11.Represents the adjusted net debt at the indicated period divided by the trailing twelve months of adjusted EBITDAR ended on the date indicated. View source version on businesswire.com: https://www.businesswire.com/news/home/20261029049235/en/ InvestorRelations@rjet.com Media Jon Austin (612) 839-5172 CorpComm@rjet.com Source: Republic Airways Holdings Inc. 13