10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

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

For The Quarterly Period Ended September 30, 2017

or

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

For the transition period from _______________ to ________________

Commission File Number: 000-52593

SAKER AVIATION SERVICES, INC.

(Exact Name of Registrant as Specified in Its Charter)

Nevada	87-0617649
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)
20 South Street, Pier 6 East River, New York, NY	10004
(Address of principal executive offices)	(Zip Code)

(212) 776-4046

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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 and posted on its corporate Web-site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes ☒         No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting 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 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 ☒

As of November 14, 2017, the registrant had 33,422,995 shares of its common stock, $0.001 par value, issued and outstanding.

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SAKER AVIATION SERVICES, INC. AND SUBSIDIARIES

Form 10-Q

September 30, 2017

Index

			Page
PART I - FINANCIAL INFORMATION
	ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
		Balance Sheets as of September 30, 2017 (unaudited) and December 31, 2016	1
		Statements of Operations for the Three and Nine Months Ended September 30, 2017 and 2016 (unaudited)	2
		Statements of Cash Flows for the Nine Months Ended September 30, 2017 and 2016 (unaudited)	3
		Notes to Financial Statements (unaudited)	4
	ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
	ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK		15
	ITEM 4.  CONTROLS AND PROCEDURES		15
PART II - OTHER INFORMATION
	ITEM 6. EXHIBITS		16
SIGNATURES			17

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SAKER AVIATION SERVICES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

	September 30, 2017			December 31, 2016
	(unaudited)
ASSETS
CURRENT ASSETS
Cash	$	2,095,728		$	2,318,629
Accounts receivable		1,685,228			1,474,407
Inventories		162,483			113,105
Notes receivable – current portion		370,000			270,000
Prepaid expenses and other current assets		486,132			311,014
Total current assets		4,799,571			4,487,155
PROPERTY AND EQUIPMENT, net  of accumulated depreciation and amortization of $3,017,083 and $2,622,066 respectively		761,757			1,074,397
OTHER ASSETS
Deposits		59,979			97,251
Note Receivable		---			200,000
Intangible assets		---			35,000
Goodwill		750,000			750,000
Deferred income taxes		323,000			323,000
Total other assets		1,132,979			1,405,251
TOTAL ASSETS	$	6,694,307		$	6,966,803
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable	$	581,016		$	842,411
Customer deposits		126,843			126,572
Accrued expenses		293,843			361,443
Notes payable – current portion		345,000			345,000
Total current liabilities		1,346,702			1,675,426
LONG-TERM LIABILITIES
Notes payable - less current portion		180,000			457,500
Total liabilities		1,526,702			2,132,926
STOCKHOLDERS’ EQUITY
Preferred stock - $.001 par value; authorized 9,999,154; none issued and outstanding
Common stock - $.001 par value; authorized 100,000,000; 33,422,995 and 33,157,610 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively		33,423			33,157
Additional paid-in capital		20,055,656			20,030,425
Accumulated deficit		(14,921,474	)		(15,229,705	)
TOTAL STOCKHOLDERS’ EQUITY		5,167,605			4,833,877
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	6,694,307		$	6,966,803

See notes to condensed consolidated financial statements.

1

SAKER AVIATION SERVICES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2017		2016		2017		2016
REVENUE	$	3,518,712	$	3,840,800	$	8,743,913	$	10,872,366
COST OF REVENUE		1,520,900		1,521,181		4,074,958		4,758,531
GROSS PROFIT		1,997,812		2,319,619		4,668,955		6,113,835
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES		1,533,689		1,747,290		3,919,392		4,744,077
OPERATING INCOME FROM OPERATIONS		464,123		572,329		749,563		1,369,758
OTHER EXPENSE:
OTHER EXPENSE		---		---		10,000		---
INTEREST EXPENSE		4,959		6,445		17,091		21,506
TOTAL OTHER EXPENSE		4,959		6,445		27,091		21,506
INCOME FROM OPERATIONS, before income taxes		459,164		565,884		722,472		1,348,252
INCOME TAX EXPENSE		227,100		285,500		414,241		681,000
NET INCOME	$	232,064	$	280,384	$	308,231	$	667,252
Basic and Diluted Net Income Per Common Share	$	0.01	$	0.01	$	0.01	$	0.02
Weighted Average Number of Common Shares – Basic		33,396,892		33,157,610		33,318,008		33,157,610
Weighted Average Number of Common Shares - Diluted		34,493,889		33,305,833		34,415,005		33,305,833

See notes to condensed consolidated financial statements.

2

SAKER AVIATION SERVICES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

	Nine Months Ended September 30,
	2017			2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	308,231		$	667,252
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		395,017			369,211
Loss on sale of charter certificate		10,000			---
Stock based compensation		25,496			25,496
Changes in operating assets and liabilities:
Accounts receivable, trade		(210,821	)		932,788
Inventories		(49,378	)		(8,147	)
Prepaid expenses and other current assets		(175,118	)		(127,887	)
Deposits		37,272			39,785
Accounts payable		(261,395	)		406,905
Customer deposits		271			238
Accrued expenses		(67,600	)		(263,578	)
TOTAL ADJUSTMENTS		(296,256	)		1,374,811
NET CASH PROVIDED BY OPERATING ACTIVITIES		11,975			2,042,063
CASH FLOWS FROM INVESTING ACTIVITIES
Payment of note receivable		100,000			30,000
Proceeds from sale of charter certificate		25,000			---
Purchase of property and equipment		(82,376	)		(70,781	)
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES		42,624			(40,781	)
CASH FLOWS FROM FINANCING ACTIVITIES
Payment of notes payable		(277,500	)		(204,874	)
NET CHANGE IN CASH		(222,901	)		1,796,408
CASH – Beginning		2,318,629			414,661
CASH – Ending	$	2,095,728		$	2,211,069
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the periods for:
Income Taxes	$	648,826		$	1,050,685
Interest	$	17,091		$	21,506

See notes to condensed consolidated financial statements.

3

SAKER AVIATION SERVICES, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 1 - Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of Saker Aviation Services, Inc. (the “Company”) and its subsidiaries have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial statements and in accordance with the instructions to Form 10-Q. Accordingly, they do not include all of the information and disclosures required by GAAP for annual financial statements and should be read in conjunction with the financial statements and related footnotes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016.

The condensed consolidated balance sheet and statements of cash flows as of September 30, 2017 and the condensed consolidated statements of operations for the three and nine months ended September 30, 2017 and 2016 have been prepared by the Company without audit. In the opinion of the Company’s management, all necessary adjustments (consisting of normal recurring accruals) have been included to make the Company’s financial position as of September 30, 2017 and its results of operations and cash flows for the three and nine months ended September 30, 2017 not misleading. The results of operations for the three and nine months ended September 30, 2017 are not necessarily indicative of the results to be expected for any full year or any other interim period.

The Company has evaluated events which have occurred subsequent to September 30, 2017, and through the date of the filing of this Quarterly Report on Form 10-Q with the Securities and Exchange Commission (“SEC”), and has determined that no subsequent events have occurred after the current reporting period.

NOTE 2 – Liquidity

As of September 30, 2017, the Company had cash and cash equivalents of $2,095,728 and a working capital surplus of $3,452,869. For the nine months ended September 30, 2017, the Company generated revenue from operations of $8,743,913 and had income from operations before taxes of $722,472. For the nine months ended September 30, 2017, cash flows included net cash provided by operating activities of $11,975, net cash provided by investing activities of $42,624, and net cash used in financing activities of $277,500.

On May 17, 2013, the Company entered into a loan agreement with PNC Bank (the “PNC Loan Agreement”). The PNC Loan Agreement included a $2,500,000 non-revolving acquisition line of credit (the “PNC Acquisition Line”).

Proceeds of the PNC Acquisition Line were able to be dispersed, based on parameters defined in the PNC Loan Agreement, until May 17, 2014 (the “Conversion Date”). As of the Conversion Date, there was $1,350,000 outstanding under the PNC Acquisition Line. The payment terms provided that 30 days following the Conversion Date, and continuing on the same day of each month thereafter, the Company is required to make equal payments of principal over a 60 month period. Interest on the outstanding principal continues to accrue at a rate equal to one-month LIBOR plus 275 basis points (3.978% as of September 30, 2017). As of September 30, 2017, there was $450,000 outstanding under the PNC Acquisition Line.

The Company is party to a Concession Agreement, dated as of November 1, 2008, with the City of New York for the operation of the Downtown Manhattan Heliport (the “Concession Agreement”). Pursuant to the terms of the Concession Agreement, the Company must pay the greater of 18% of the first $5,000,000 in program year gross receipts and 25% of gross receipts in excess of $5 million, or minimum annual guaranteed payments. The Company paid the City of New York $1,200,000 in the first year of the term and minimum payments were scheduled to increase to approximately $1,700,000 in the final year of the Concession Agreement, which was set to expire on October 31, 2018. During the nine months ended September 30, 2017 and 2016, the Company incurred approximately $1,285,000 and $1,900,000, respectively, in concession fees which are recorded in the cost of revenue.

As disclosed in a Current Report on Form 8-K filed with the SEC on February 5, 2016, on February 2, 2016, the Company and the New York City Economic Development Corporation (the “NYCEDC”) announced new measures to reduce helicopter noise and impacts across New York City (the “Air Tour Agreement”).

Under the Air Tour Agreement, filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, the Company may not allow its tenant operators to conduct tourist flights from the Downtown Manhattan Heliport on Sundays beginning April 1, 2016. The Company was also required to ensure the Company’s tenant operators reduce the total allowable number of tourist flights from 2015 levels by 20 percent beginning June 1, 2016, by 40 percent beginning October 1, 2016 and by 50 percent beginning January 1, 2017. Additionally, beginning on June 1, 2016, the Company is required to provide monthly written reports to the NYCEDC and the New York City Council detailing the number of tourist flights conducted out of the Downtown Manhattan Heliport compared to 2015 levels, as well as information on any tour flight that flies over land and/or strays from agreed upon routes.

4

SAKER AVIATION SERVICES, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

The Air Tour Agreement also extended the Company’s Concession Agreement with the City of New York for 30 months, resulting in a new expiration date of April 30, 2021. The City of New York has two one year options to further extend the Concession Agreement. The Agreement also provides that the minimum annual guarantee payments the Company is required to pay to the City of New York under the Concession Agreement be reduced by 50%, effective January 1, 2017.

These reductions have negatively impacted the Company’s business and financial results as well as those of the Company’s management company at the Heliport, Empire Aviation which, as previously disclosed, is owned by the children of Alvin Trenk, the Company’s Chief Executive Officer and a member of the Company’s Board of Directors.  The Company incurred management fees with Empire Aviation of approximately $1,780,000 and $2,706,000 during the nine months ended September 30, 2017 and 2016, respectively, which is recorded in administrative expenses.  The Company and Empire Aviation have also contributed to the Helicopter Tourism and Jobs Council (“HTJC”), an association that lobbies on behalf of the helicopter air tour industry, and which had engaged in discussions with the Mayor’s office.  Mr. Trenk is also an active participant with HJTC, which is managed by his grandson. 

On October 3, 2016, the Company purchased all of the capital stock of Aircraft Services, Inc. (“Aircraft Services”), an aircraft maintenance services firm located in Garden City, Kansas. Under the terms of the transaction, the Company made a $150,000 cash payment at closing, a $75,000 installment payment in 2017, and will make an additional installment payment of $75,000 in 2018. The closing cash payment and 2017 installment payment were both funded with internal resources. The Company’s purchases of Aircraft Services’ capital stock is discussed in greater detail in a Current Report on Form 8-K filed with the SEC on October 7, 2016 and filed as an Exhibit to the Company’s Quarterly Report on Form 10-Q for the period ended September 30,2016.

As disclosed in a Current Report on Form 8-K filed with the SEC on July 6, 2015, the Company entered into a stock purchase agreement, dated June 30, 2015, by and between the Company and Warren A. Peck, pursuant to which Mr. Peck purchased all of the capital stock of a wholly-owned subsidiary of the Company. The details of the agreement are described in such Current Report as well as in the Company’s Annual Report on Form 10-K, which was filed with the SEC on April 11, 2016. In September 2017, the Company received $100,000 due under this agreement and a final payment of $100,000 is expected to be made in September 2018.

NOTE 3 - Summary of Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and our wholly-owned subsidiaries, FirstFlight Heliports, LLC (“FFH”) and our FBO and MRO at Garden City (Kansas) Regional Airport (“FBOGC”). All significant inter-company accounts and transactions have been eliminated in consolidation.

Net Income Per Common Share

Net income was $308,231 and $667,252 for the nine months ended September 30, 2017 and 2016, respectively. Basic net income per share applicable to common stockholders is computed based on the weighted average number of shares of the Company’s common stock outstanding during the periods presented. Diluted net income per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. Potentially dilutive securities, consisting of options and warrants, are excluded from the calculation of the diluted income per share when their exercise prices were greater than the average market price of the common stock during the period. 

The following table sets forth the components used in the computation of basic net income per share:

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2017		2016 (1)		2017		2016 (1)
Weighted average common shares outstanding, basic		33,396,892		33,157,610		33,318,008		33,157,610
Common shares upon exercise of options and warrants		1,096,997		148,223		1,096,997		148,223
Weighted average common shares outstanding, diluted		34,493,889		33,305,833		34,415,005		33,305,833

(1) Potential common shares of 1,900,000 were excluded from the computation of diluted shares as their exercise prices were greater than the average closing price of the common stock during the period.

5

SAKER AVIATION SERVICES, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Stock Based Compensation

Stock-based compensation expense for all share-based payment awards are based on the grant-date fair value. The Company recognizes these compensation costs over the requisite service period of the award, which is generally the option vesting term. For each of the nine months ended September 30, 2017 and 2016, the Company incurred stock-based compensation costs of $25,496. Such amounts have been recorded as part of the Company’s selling, general and administrative expenses in the accompanying condensed consolidated statements of operations. As of September 30, 2017, the unamortized fair value of the options totaled $7,500.

Option valuation models require the input of highly subjective assumptions, including the expected life of the option. In management's opinion, the use of such option valuation models does not necessarily provide a reliable single measure of the fair value of the Company’s employee stock options. Management holds this view partly because the Company's employee stock options have characteristics significantly different from those of traded options and also because changes in the subjective input assumptions can materially affect the fair value estimate.

Recently Issued Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board (the” FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”), which provides guidance for revenue recognition. ASU 2014-09 affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets and supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition,” and most industry-specific guidance. ASU 2014-09 also supersedes some cost guidance included in Subtopic 605-35, “Revenue Recognition-Construction-Type and Production-Type Contracts.” The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under the current guidance. These judgments and estimates include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price, and allocating the transaction price to each separate performance obligation. In August 2015, the FASB issued ASU 2015-14 “Revenue from Contracts with Customers” (“ASU 2015-14”), which delays the effective date of ASU 2014-09 by one year. ASU 2014-09, as amended by ASU 2015-14, is effective for us beginning January 1, 2018, and, at that time, we may adopt the new standard under the full retrospective approach or the modified retrospective approach. We are currently evaluating the method of adoption and the impact the adoption of ASU 2014-09 will have on our consolidated financial statements and disclosures.

In February 2016, the FASB issued ASU No. 2016-02, “Leases” (“ASU 2016-02”), which requires an entity to recognize assets and liabilities on the balance sheet for the rights and obligations created by leased assets and provide additional disclosures. ASU 2016-02 is effective for us beginning January 1, 2019, and, at that time, we will adopt the new standard using a modified retrospective approach. We are currently evaluating the impact that the adoption of ASU 2016-02 may have on our consolidated financial statements and disclosures.

Reclassifications

Certain reclassifications were made to prior year amounts to conform to the current year presentation. None of the reclassifications affected the Company’s net (loss) income in any period.

SAKER AVIATION SERVICES, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 4 – Inventories

Inventory consists primarily of aviation fuel, which the Company dispenses to its customers, and parts inventory as a result of the acquisition of Aircraft Services. The Company also maintains fuel inventories for commercial airlines, for which it charges into-plane fees when servicing commercial aircraft.

Inventories consist of the following:

	September 30, 2017		December 31, 2016
Parts inventory	$	75,756	$	71,906
Fuel inventory		71,000		20,821
Other inventory		15,727		20,378
Total inventory	$	162,483	$	113,105

Included in fuel inventory are amounts held for third parties of $42,909 and $36,692 as of September 30, 2017 and December 31, 2016, respectively, with an offsetting liability included as part of accrued expenses.

NOTE 5 – Acquisition

Our wholly-owned subsidiary, FBO Air Garden City, Inc. (“GCK”), entered into a stock purchase agreement, dated October 3, 2016, by and between the Company, GCK and Gary and Kim Keller, (the “Stock Purchase Agreement”), to purchase all of the capital stock of Aircraft Services, an aircraft maintenance services firm located in Garden City, Kansas. Under the terms of the transaction, the Company made a $150,000 cash payment at closing, an installment payment of $75,000 in 2017, and will make an additional installment payment of $75,000 in 2018. The closing cash payment for the transaction and the 2017 installment payment were funded with internal resources. The Stock Purchase Agreement is discussed in greater detail in a Current Report on Form 8-K filed with the SEC on October 7, 2016 and is filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2016.

The following table details the allocation of the purchase price:

	Fair Value
Inventory	$	71,650
Equipment		6,850
Fixed Assets		1,500
Goodwill		220,000
Total	$	300,000

The following table presents the unaudited pro-forma results of the continuing operations of the Company and Aircraft Services for the nine months ended September 30, 2016 as if Aircraft Services had been acquired at the beginning of the period:

	September 30, 2016
Revenue	$	11,157,501
Net income		715,387
Basic net income per common share	$	0.02
Weighted Average Number of Common Shares Outstanding- Basic		33,157,610

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SAKER AVIATION SERVICES, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 6 – Related Parties

From time to time, the law firm of Wachtel Missry, LLP provides certain legal services to the Company and its subsidiaries. William B. Wachtel, Chairman of the Company’s Board of Directors, is a managing partner of such firm. During the nine months ended September 30, 2017 and 2016, no services were provided to the Company by Wachtel & Missry, LLP.

As described in more detail in Note 2, Liquidity, the Company is party to a management agreement with Empire Aviation, an entity owned by the children of Alvin S. Trenk, the Company’s Chief Executive Officer and a member of the Company’s Board of Directors.

NOTE 7 – Litigation

From time to time, the Company may be a party to one or more claims or disputes which may result in litigation. The Company’s management does not, however, presently expect that any such matters will have a material adverse effect on the Company’s business, financial condition or results of operations.

8

Item 2 - Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read together with the accompanying consolidated condensed financial statements and related notes in this report. This Item 2 contains forward-looking statements that involve risks and uncertainties. Undue reliance should not be placed on these forward-looking statements, which speak only as of the date of this report. Actual results may differ materially from those expressed or implied in such forward-looking statements. Factors which could cause actual results to differ materially are discussed throughout this report and include, but are not limited to, those set forth at the end of this Item 2 under the heading "Cautionary Statement Regarding Forward Looking Statements." Additional factors are under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016.

The terms “the Company,”“we,” “us,” and “our” are used below to refer collectively to Saker Aviation Services, Inc. and the subsidiaries through which our various businesses are actually conducted.

OVERVIEW

Saker Aviation Services, Inc. is a Nevada corporation. Our common stock, $0.001 par value per share (the “common stock”), is publicly traded on the OTCQB Marketplace under the symbol “SKAS”. Through our subsidiaries, we operate in the aviation services segment of the general aviation industry, in which we serve as the operator of a heliport, a fixed base operation (“FBO”), as a provider of aircraft maintenance, repair and overhaul (“MRO”) services, and as a consultant for a seaplane base that we do not own. FBOs provide ground-based services, such as fueling and aircraft storage for general aviation, commercial and military aircraft, and other miscellaneous services.

We were formed on January 17, 2003 as a proprietorship and were incorporated in Arizona on January 2, 2004. We became a public company as a result of a reverse merger transaction on August 20, 2004 with Shadows Bend Development, Inc., an inactive public Nevada corporation, and subsequently changed our name to FBO Air, Inc. On December 12, 2006, we changed our name to FirstFlight, Inc. On September 2, 2009, we changed our name to Saker Aviation Services, Inc.

Our business activities are carried out as the operator of the Downtown Manhattan (New York) Heliport (the “Heliport”, as an FBO and MRO at the Garden City (Kansas) Regional Airport, and as a consultant to the operator of a seaplane base in New York City.

The Garden City facility became part of our company as a result of our acquisition of the FBO assets of Central Plains Aviation, Inc. in March 2005. Our Garden City facility began offering maintenance services in October 2016 as a result of our acquisition of all of the capital stock of Aircraft Services, Inc. (“Aircraft Services”).

Our business activities at the Heliport commenced as a result of the Company’s award of a Concession Agreement by the City of New York to operate the Heliport, which we assigned to our subsidiary, FirstFlight Heliports, LLC d/b/a Saker Aviation Services. See Note 2 to the condensed consolidated financial statements included in Item 1 of this report.

The FBO segment of the general aviation industry is highly fragmented. According to the National Air Transportation Association (“NATA”), there are over 3,000 FBOs that serve customers at one or more of over 3,000 airport facilities across the country that have at least one paved 3,000-foot runway. The vast majority of these entities are single location operators. NATA characterizes companies with operations at three or more airports as “chains.” An operation with FBOs in at least two distinctive regions of the country is considered a “national” chain while an operation with FBOs in multiple locations within a single region is considered a “regional” chain.

9

REVENUE AND OPERATING RESULTS

Comparison of Continuing Operations from the Three and Nine Months Ended September 30, 2017 and September 30, 2016.

REVENUE

           Revenue from operations decreased by 8.4 percent to $3,518,712 for the three months ended September 30, 2017 as compared with corresponding prior-year period revenue of $3,840,800.

          For the three months ended September 30, 2017, revenue from operations associated with the sale of jet fuel, aviation gasoline and related items decreased by 17.0 percent to approximately $1,287,000 as compared to approximately $1,551,000 in the three months ended September 30, 2016. This decrease is related to lower year-over-year fuel volume, primarily due to the final stage of the air tour reductions which took effect on January 1, 2017, as further described below in Liquidity and Capital Resources.

           For the three months ended September 30, 2017, revenue from operations associated with services and supply items decreased by 4.5 percent to approximately $2,170,000 as compared to approximately $2,273,000 in the three months ended September 30, 2016. This decrease is related to the final stage of the air tour reductions which took effect on January 1, 2017, as noted above.

          For the three months ended September 30, 2017, all other revenue from operations increased by 271.1 percent to approximately $62,000 as compared to approximately $17,000 in the three months ended September 30, 2016. The increase was largely attributable to an increase in non-aeronautical revenue generated by our Heliport compared to the same period last year.

           Revenue from operations decreased by 19.6 percent to $8,743,913 for the nine months ended September 30, 2017 as compared with corresponding prior-year period revenue of $10,872,366.

           For the nine months ended September 30, 2017, revenue from operations associated with the sale of jet fuel, aviation gasoline and related items decreased by 22.8 percent to approximately $3,340,000 as compared to approximately $4,330,000 in the nine months ended September 30, 2016. This decrease is related to lower year-over-year fuel volume, primarily due to the final stage of the air tour reductions which took effect on January 1, 2017, as further described below in Liquidity and Capital Resources.

           For the nine months ended September 30, 2017, revenue from operations associated with services and supply items decreased by 18.7 percent to approximately $5,284,000 as compared to approximately $6,496,000 in the nine months ended September 30, 2016. This decrease is related to the final stage of the air tour reductions which took effect on January 1, 2017, as noted above.

         For the nine months ended September 30, 2017, all other revenue from operations increased by 156.4 percent to approximately $119,000 as compared to approximately $47,000 in the nine months ended September 30, 2016. The increase was largely attributable to an increase in non-aeronautical revenue generated by our Heliport compared to the same period last year.

GROSS PROFIT

          Total gross profit from operations decreased 13.9 percent to $1,997,812 in the three months ended September 30, 2017 as compared with the three months ended September 30, 2016. Gross margin decreased to 56.8 percent in the three months ended September 30, 2017 as compared to 60.4 percent in the same period in the prior year. The decrease in gross profit is related to lower levels of activity at our Heliport operation in the three months ended September 30, 2017 as compared to the prior year. The decrease in gross margin was largely attributable to lower gross margins associated with MRO services being provided at our Kansas location in 2017, which was not part of our operations in the same period last year.

10

           Total gross profit from operations decreased 23.6 percent to $4,668,955 in the nine months ended September 30, 2017 as compared with the nine months ended June 30, 2016. Gross margin decreased to 53.4 percent in the nine months ended September 30, 2017 as compared to 56.2 percent in the same period in the prior year. The decrease in gross profit is related to the final stage of the air tour reductions, as noted above. The decrease in gross margin is related to lower levels of revenue from services and supplies, which generally carry a higher overall gross margin, in the nine months ended September 30, 2017 as compared to the same period in 2016.

OPERATING EXPENSE

Selling, General and Administrative

            Total selling, general and administrative expenses, or SG&A, were approximately $1,534,000 in the three months ended September 30, 2017, representing a decrease of approximately $214,000 or 12.2 percent, as compared to the same period in 2016. Total SG&A were approximately $3,919,000 in the nine months ended September 30, 2017, representing a decrease of approximately $825,000 or 17.4 percent, as compared to the same period in 2016.

            Operational SG&A expenses associated with our aviation services operations, were approximately $1,416,000 in the three months ended September 30, 2017, representing a decrease of approximately $201,000 or 12.5 percent, as compared to the three months ended September 30, 2016. Operational SG&A, as a percentage of revenue, was 40.2 percent for the three months ended September 30, 2017, as compared with 42.1 percent in the corresponding prior year period. The decreased operating expenses were largely attributable to reduced costs related to the lower levels of activity in our Heliport operations.

           Operational SG&A expenses were approximately $3,533,000 in the nine months ended September 30, 2017, representing a decrease of approximately $849,000 or 19.4 percent, as compared to the nine months ended September 30, 2016. Operational SG&A, as a percentage of revenue, was 40.4 percent for the nine months ended September 30, 2017, as compared with 40.3 percent in the corresponding prior year period. The decreased operating expenses were largely attributable to reduced costs related to the lower levels of activity in our Heliport operations.

           Corporate SG&A expenses were approximately $117,000 for the three months ended September 30, 2017, representing a decrease of approximately $12,000 as compared with the corresponding prior year period. Corporate SG&A was approximately $386,000 for the nine months ended September 30, 2017, representing an increase of approximately $24,000 as compared with the corresponding prior year period. The increases are related to expenses that were incurred in 2017, but did not occur in 2016.  These expenses are also not anticipated to recur in future periods.

OPERATING INCOME

           Operating income from operations for the three and nine months ended September 30, 2017 was $464,123 and $749,563, respectively, as compared to operating income of $572,329 and $1,369,758, in the three and nine months ended September 30, 2016. The decrease on a year-over-year basis was driven by lower levels of gross profit, which was partially offset by lower SG&A expenses.

Depreciation and Amortization

          Depreciation and amortization was approximately $395,000 and $369,000 for the nine months ended September 30, 2017 and 2016, respectively.

Interest Expense

          Interest expense for the nine months ended September 30, 2017 was approximately $17,000 as compared to $21,000 in the same period in 2016.

11

Income Tax

Income tax expense for the three and nine months ended September 30, 2017 was $227,100 and $414,241, respectively, as compared to $285,500 and $681,000 for the three and nine months ended September 30, 2016. The decrease is attributable to lower pre-tax income in the nine months ended September 30, 2017 as compared to the same period in 2016.

Net Income Per Share

Net income was $308,231 and $667,252 for the nine months ended September 30, 2017 and 2016, respectively.

Basic and diluted net income per share for the nine month periods ended September 30, 2017 and 2016 was $0.01 and $0.02, respectively.

LIQUIDITY AND CAPITAL RESOURCES

  As of September 30, 2017, the Company had cash and cash equivalents of $2,095,728 and a working capital surplus of $3,452,869. For the nine months ended September 30, 2017, the Company generated revenue from operations of $8,743,913 and had income from operations before taxes of $722,472. For the nine months ended September 30, 2017, cash flows included net cash provided by operating activities of $11,975, net cash provided by investing activities of $42,624, and net cash used in financing activities of $277,500.

On May 17, 2013, the Company entered into a loan agreement with PNC Bank (the “PNC Loan Agreement”). The PNC Loan Agreement included a $2,500,000 non-revolving acquisition line of credit (the “PNC Acquisition Line”).

Proceeds of the PNC Acquisition Line were able to be dispersed, based on parameters defined in the PNC Loan Agreement, until May 17, 2014 (the “Conversion Date”). As of the Conversion Date, there was $1,350,000 outstanding under the PNC Acquisition Line. The payment terms provided that 30 days following the Conversion Date, and continuing on the same day of each month thereafter, the Company is required to make equal payments of principal over a 60 month period. Interest on the outstanding principal continues to accrue at a rate equal to one-month LIBOR plus 275 basis points (3.978% as of September 30, 2017). As of September 30, 2017, there was $450,000 outstanding under the PNC Acquisition Line.

The Company is party to a Concession Agreement, dated as of November 1, 2008, with the City of New York for the operation of the Downtown Manhattan Heliport (the “Concession Agreement”). Pursuant to the terms of the Concession Agreement, the Company must pay the greater of 18% of the first $5,000,000 in program year gross receipts and 25% of gross receipts in excess of $5 million, or minimum annual guaranteed payments. The Company paid the City of New York $1,200,000 in the first year of the term and minimum payments were scheduled to increase to approximately $1,700,000 in the final year of the Concession Agreement, which was set to expire on October 31, 2018. During the nine months ended September 30, 2017 and 2016, the Company incurred approximately $1,285,000 and $1,900,000, respectively, in concession fees which are recorded in the cost of revenue.

As disclosed in a Current Report on Form 8-K filed with the SEC on February 5, 2016, on February 2, 2016, the Company and the New York City Economic Development Corporation (the “NYCEDC”) announced new measures to reduce helicopter noise and impacts across New York City (the “Air Tour Agreement”).

Under the Air Tour Agreement, filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, the Company may not allow its tenant operators to conduct tourist flights from the Downtown Manhattan Heliport on Sundays beginning April 1, 2016. The Company was also required to ensure the Company’s tenant operators reduce the total allowable number of tourist flights from 2015 levels by 20 percent beginning June 1, 2016, by 40 percent beginning October 1, 2016 and by 50 percent beginning January 1, 2017. Additionally, beginning on June 1, 2016, the Company is required to provide monthly written reports to the NYCEDC and the New York City Council detailing the number of tourist flights conducted out of the Downtown Manhattan Heliport compared to 2015 levels, as well as information on any tour flight that flies over land and/or strays from agreed upon routes.

12

          The Air Tour Agreement also extended the Company’s Concession Agreement with the City of New York for 30 months, resulting in a new expiration date of April 30, 2021. The City of New York has two one year options to further extend the Concession Agreement. The Agreement also provides that the minimum annual guarantee payments the Company is required to pay to the City of New York under the Concession Agreement be reduced by 50%, effective January 1, 2017.

          These reductions have negatively impacted the Company’s business and financial results as well as those of the Company’s management company at the Heliport, Empire Aviation which, as previously disclosed, is owned by the children of Alvin Trenk, the Company’s Chief Executive Officer and a member of the Company’s Board of Directors.  The Company incurred management fees with Empire Aviation of approximately $1,780,000 and $2,706,000 during the nine months ended September 30, 2017 and 2016, respectively, which is recorded in administrative expenses.  The Company and Empire Aviation have also contributed to the Helicopter Tourism and Jobs Council (“HTJC”), an association that lobbies on behalf of the helicopter air tour industry, and which had engaged in discussions with the Mayor’s office.  Mr. Trenk is also an active participant with HJTC, which is managed by his grandson. 

          On October 3, 2016, the Company purchased all of the capital stock of Aircraft Services, Inc. (“Aircraft Services”), an aircraft maintenance services firm located in Garden City, Kansas. Under the terms of the transaction, the Company made a $150,000 cash payment at closing, a $75,000 installment payment in 2017, and will make an additional installment payment of $75,000 in 2018. The closing cash payment and 2017 installment payment were both funded with internal resources. The Company’s purchases of Aircraft Services’ capital stock is discussed in greater detail in a Current Report on Form 8-K filed with the SEC on October 7, 2016 and filed as an Exhibit to the Company’s Quarterly Report on Form 10-Q for the period ended September 30,2016.

          As disclosed in a Current Report on Form 8-K filed with the SEC on July 6, 2015, the Company entered into a stock purchase agreement, dated June 30, 2015, by and between the Company and Warren A. Peck, pursuant to which Mr. Peck purchased all of the capital stock of a wholly-owned subsidiary of the Company. The details of the agreement are described in such Current Report as well as in the Company’s Annual Report on Form 10-K, which was filed with the SEC on April 11, 2016. In September 2017, the Company received $100,000 due under this agreement and a final payment of $100,000 is expected to be made in September 2018.

          During the nine months ended September 30, 2017, we had a net decrease in cash of $222,901. Our sources and uses of funds during this period were as follows:

Cash from Operating Activities

          For the nine months ended September 30, 2017, net cash provided by operating activities was $11,975. This amount included an increase in operating cash related to net income of $308,231 and additions for the following items: (i) depreciation and amortization, $395,017; (ii) loss on sale of charter certificate, $10,000; (iii) stock based compensation, $25,496 ; (iv) deposits, $37,272; and (v) customer deposits, $271. These increases in operating activities were offset by the following decreases in (i) accounts receivable, trade, $210,821; (ii) inventories, $49,378; (iii) prepaid expenses and other current assets, $175,118; (iv) accounts payable, $261,395; and (v) accrued expenses, $67,600.

          For the nine months ended September 30, 2016, net cash provided by operating activities was $2,042,063. This amount included an increase in operating cash related to net income of $667,252 and additions for the following items: (i) depreciation and amortization, $369,211; (ii) stock based compensation, $25,496; (iii) accounts receivable, trade, $932,788; (iv) deposits $39,785; (v) accounts payable, $406,905; and (vi) customer deposits, $238. These increases in operating activities were offset by a decrease in (i) inventories, $8,147; (ii) prepaid expenses, $127,887; and (iii) accrued expenses, $263,578.

13

Cash from Investing Activities

          For the nine months ended September 30, 2017, net cash provided by investing activities was $42,624. This amount included $100,000 provided by the payment of notes receivable and $25,000 of proceeds from the sale of the Company’s charter certificate, offset by a decrease in operating cash used for the purchase of property and equipment of $82,376. For the nine months ended September 30, 2016, net cash used in investing activities was $40,781. This amount included $30,000 provided by the payment of notes receivable offset by amounts used in the purchase of property and equipment of $70,781.

Cash from Financing Activities

          For the nine months ended September 30, 2017, net cash used in financing activities was $277,500 for the payment of notes payable. For the nine months ended September 30, 2016, net cash used in financing activities was $204,874 for the payment of notes payable.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Recent Accounting Pronouncements

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”), which provides guidance for revenue recognition. ASU 2014-09 affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets and supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition,” and most industry-specific guidance. ASU 2014-09 also supersedes some cost guidance included in Subtopic 605-35, “Revenue Recognition-Construction-Type and Production-Type Contracts.” The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under the current guidance. These judgments and estimates include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price, and allocating the transaction price to each separate performance obligation. In August 2015, the FASB issued ASU 2015-14 “Revenue from Contracts with Customers” (“ASU 2015-14”), which delays the effective date of ASU 2014-09 by one year. ASU 2014-09, as amended by ASU 2015-14, is effective for us beginning January 1, 2018, and, at that time, we may adopt the new standard under the full retrospective approach or the modified retrospective approach. We are currently evaluating the method of adoption and the impact the adoption of ASU 2014-09 will have on our consolidated financial statements and disclosures.

In February 2016, the FASB issued ASU No. 2016-02, “Leases” (“ASU 2016-02”), which requires an entity to recognize assets and liabilities on the balance sheet for the rights and obligations created by leased assets and provide additional disclosures. ASU 2016-02 is effective for us beginning January 1, 2019, and, at that time, we will adopt the new standard using a modified retrospective approach. We are currently evaluating the impact that the adoption of ASU 2016-02 may have on our consolidated financial statements and disclosures.

14

        CAUTIONARY STATEMENT FOR FORWARD-LOOKING STATEMENTS

Statements contained in this report may contain information that includes or is based upon "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements represent management's current judgment and assumptions, and can be identified by the fact that they do not relate strictly to historical or current facts. Forward-looking statements are frequently accompanied by the use of such words as "anticipates," "plans," "believes," "expects," "projects," "intends," and similar expressions. Such forward-looking statements involve known and unknown risks, uncertainties, and other factors, including, but not limited to, those relating to:

■ our ability to secure the additional debt or equity financing, if required, to execute our business plan;

■ our ability to identify, negotiate and complete the acquisition of targeted operators and/or other businesses, consistent with our business plan;

■ existing or new competitors consolidating operators ahead of us;

■ our ability to attract new personnel or retain existing personnel, which would adversely affect implementation of our overall business strategy.

Any one of these or other risks, uncertainties, other factors, or any inaccurate assumptions made by the Company may cause actual results to be materially different from those described herein or elsewhere by us. Undue reliance should not be replaced on any such forward-looking statements, which speak only as of the date they were made. Certain of these risks, uncertainties, and other factors are described in greater detail in our Annual Report on Form 10-K for the year ended December 31, 2016 and in other filings we make with the SEC. Subsequent written and oral forward-looking statements attributable to us or to persons acting on our behalf are expressly qualified in their entirety by the cautionary statements set forth above and elsewhere in our reports filed with the Securities and Exchange Commission. We expressly disclaim any intent or obligation to update any forward-looking statements, except as may be required by law.

Item 3 – Quantitative and Qualitative Disclosures about Market Risk

Not applicable.

Item 4 – Controls and Procedures

Evaluation of Disclosure Controls and Procedures

             Management, including our principal executive officer and principal financial officer, has evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this Quarterly Report on Form 10-Q. Based upon, and as of the date of that evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective, in all material respects, to ensure that information required to be disclosed in the reports filed and submitted by us under the Securities Exchange Act of 1934, as amended, is (i) recorded, processed, summarized and reported as and when required, and (ii) is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

  There has been no change in our internal control over financial reporting that occurred during the fiscal quarter covered by this Quarterly Report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

15

PART II – OTHER INFORMATION

Item 6.  Exhibits

Exhibit No.	Description of Exhibit
31.1	Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer (principal executive officer). *
31.2	Rule 13a-14(a)/15d-14(a) Certification of President (principal financial officer). *
32.1	Section 1350 Certification. *
101.INS	XBRL Instance Document. *
101.SCH	XBRL Taxonomy Extension Schema Document. *
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document. *
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document. *
101.LAB	XBRL Taxonomy Extension Label Linkbase Document. *
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document. *

* Filed herewith

16

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

		Saker Aviation Services, Inc.
Date:November 14, 2017	By:		/s/ Ronald J. Ricciardi
			Ronald J. Ricciardi
			President (principal financial officer)

17

EX-31.1

EXHIBIT 31.1

Certification of Chief Executive Officer

(principal executive officer)

Pursuant To Rule 13a-14(a)/15d-14(a)

I, Alvin S. Trenk, certify that:

1.    I have reviewed this Quarterly Report on Form 10-Q of Saker Aviation Services, Inc.;

2.    Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.    The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)  Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;

5.     The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)    All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)    Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 14, 2017

By:  /s/ Alvin S. Trenk

Alvin S. Trenk

Chief Executive Officer (principal executive officer)

EX-31.2

EXHIBIT 31.2

Certification of President

(principal financial officer)

Pursuant To Rule 13a-14(a)/15d-14(a)

I, Ronald J. Ricciardi, certify that:

1.    I have reviewed this Quarterly Report on Form 10-Q of Saker Aviation Services, Inc.;

2.    Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.    The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;

5.    The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s Board of Directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 14, 2017

By:  /s/ Ronald J. Ricciardi

Ronald J. Ricciardi

President (principal financial officer)

EX-32.1

EXHIBIT 32.1

Section 1350 Certification

Pursuant to U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (“Section 906”), Alvin S. Trenk, the Chief Executive Officer (principal executive officer), and Ronald J. Ricciardi, the President (principal financial officer) of Saker Aviation Services, Inc. does hereby certify that:

1. The Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2017 (the “Report”) of Saker Aviation Services, Inc. fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of Saker Aviation Services, Inc.

Date:     November 14, 2017	By:	/s/ Alvin S. Trenk
		Alvin S. Trenk
		Chief Executive Officer (principal executive officer)
Date:      November 14, 2017	By:	/s/ Ronald J. Ricciardi
		Ronald J. Ricciardi
		President (principal financial officer)

A signed original of this written statement required by Section 906 has been provided to Saker Aviation Services, Inc. and will be retained by Saker Aviation Services, Inc., and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Document And Entity Information - shares	9 Months Ended
	Sep. 30, 2017	Nov. 14, 2017
Document Information [Line Items]
Entity Registrant Name	Saker Aviation Services, Inc.
Entity Central Index Key	0001128281
Trading Symbol	skas
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Entity Common Stock, Shares Outstanding (in shares)		33,422,995
Document Type	10-Q
Document Period End Date	Sep. 30, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q3
Amendment Flag	false

XML

Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
CURRENT ASSETS
Cash	$ 2,095,728	$ 2,318,629
Accounts receivable	1,685,228	1,474,407
Inventories	162,483	113,105
Notes receivable – current portion	370,000	270,000
Prepaid expenses and other current assets	486,132	311,014
Total current assets	4,799,571	4,487,155
PROPERTY AND EQUIPMENT, net of accumulated depreciation and amortization of $3,017,083 and $2,622,066 respectively	761,757	1,074,397
OTHER ASSETS
Deposits	59,979	97,251
Note Receivable		200,000
Intangible assets		35,000
Goodwill	750,000	750,000
Deferred income taxes	323,000	323,000
Total other assets	1,132,979	1,405,251
TOTAL ASSETS	6,694,307	6,966,803
CURRENT LIABILITIES
Accounts payable	581,016	842,411
Customer deposits	126,843	126,572
Accrued expenses	293,843	361,443
Notes payable – current portion	345,000	345,000
Total current liabilities	1,346,702	1,675,426
LONG-TERM LIABILITIES
Notes payable - less current portion	180,000	457,500
Total liabilities	1,526,702	2,132,926
STOCKHOLDERS’ EQUITY
Preferred stock - $.001 par value; authorized 9,999,154; none issued and outstanding
Common stock - $.001 par value; authorized 100,000,000; 33,422,995 and 33,157,610 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively	33,423	33,157
Additional paid-in capital	20,055,656	20,030,425
Accumulated deficit	(14,921,474)	(15,229,705)
TOTAL STOCKHOLDERS’ EQUITY	5,167,605	4,833,877
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 6,694,307	$ 6,966,803

XML

Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
PROPERTY AND EQUIPMENT, accumulated depreciation and amortization	$ 3,017,083	$ 2,622,066
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock, shares issued (in shares)	33,422,995	33,157,610
Common stock, shares outstanding (in shares)	33,422,995	33,157,610

XML

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
REVENUE	$ 3,518,712	$ 3,840,800	$ 8,743,913	$ 10,872,366
COST OF REVENUE	1,520,900	1,521,181	4,074,958	4,758,531
GROSS PROFIT	1,997,812	2,319,619	4,668,955	6,113,835
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES	1,533,689	1,747,290	3,919,392	4,744,077
OPERATING INCOME FROM OPERATIONS	464,123	572,329	749,563	1,369,758
OTHER EXPENSE:
OTHER EXPENSE			10,000
INTEREST EXPENSE	4,959	6,445	17,091	21,506
TOTAL OTHER EXPENSE	4,959	6,445	27,091	21,506
INCOME FROM OPERATIONS, before income taxes	459,164	565,884	722,472	1,348,252
INCOME TAX EXPENSE	227,100	285,500	414,241	681,000
NET INCOME	$ 232,064	$ 280,384	$ 308,231	$ 667,252
Basic and Diluted Net Income Per Common Share (in dollars per share)	$ 0.01	$ 0.01	$ 0.01	$ 0.02
Weighted Average Number of Common Shares – Basic (in shares)	33,396,892	33,157,610	33,318,008	33,157,610
Weighted Average Number of Common Shares - Diluted (in shares)	34,493,889	33,305,833	34,415,005	33,305,833

XML

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$ 308,231	$ 667,252
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	395,017	369,211
Loss on sale of charter certificate	10,000
Stock based compensation	25,496	25,496
Changes in operating assets and liabilities:
Accounts receivable, trade	(210,821)	932,788
Inventories	(49,378)	(8,147)
Prepaid expenses and other current assets	(175,118)	(127,887)
Deposits	37,272	39,785
Accounts payable	(261,395)	406,905
Customer deposits	271	238
Accrued expenses	(67,600)	(263,578)
TOTAL ADJUSTMENTS	(296,256)	1,374,811
NET CASH PROVIDED BY OPERATING ACTIVITIES	11,975	2,042,063
CASH FLOWS FROM INVESTING ACTIVITIES
Payment of note receivable	100,000	30,000
Proceeds from sale of charter certificate	25,000
Purchase of property and equipment	(82,376)	(70,781)
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES	42,624	(40,781)
CASH FLOWS FROM FINANCING ACTIVITIES
Payment of notes payable	(277,500)	(204,874)
NET CHANGE IN CASH	(222,901)	1,796,408
CASH – Beginning	2,318,629	414,661
CASH – Ending	2,095,728	2,211,069
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Income Taxes	648,826	1,050,685
Interest	$ 17,091	$ 21,506

XML

Note 1 - Basis of Presentation

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

NOTE

1

-

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements

of Saker Aviation Services, Inc. (the “Company”) and its subsidiaries have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial statements and in accordance with the instructions to Form

10

-Q. Accordingly, they do

not

include all of the information and disclosures required by GAAP for annual financial statements and should be read in conjunction with the financial statements and related footnotes included in the Company’s Annual Report on Form

10

-K for the year ended

December 31, 2016.

The condensed consolidated balance sheet and statements of cash flows as of

September 30, 2017

and the condensed consolidated statements of operations for the

three

and

nine

months ended

September 30, 2017

and

2016

have been prepared by the Company without audit. In the opinion of the Company’s management, all necessary adjustments (consisting of normal recurring accruals) have been included to make the Company’s financial position as of

September 30, 2017

and its results of operations and cash flows for the

three

and

nine

months ended

September 30, 2017

not

misleading. The results of operations for the

three

and

nine

months ended

September 30, 2017

are

not

necessarily indicative of the results to be expected for any full year or any other interim period.

The Company has evaluated

events which have occurred subsequent to

September 30, 2017,

and through the date of the filing of this Quarterly Report on Form

10

-Q with the Securities and Exchange Commission (“SEC”), and has determined that

no

subsequent events have occurred after the current reporting period.

XML

Note 2 - Liquidity

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Going Concern Disclosure [Text Block]

NOTE

2

–

Liquidity

As of

September 30, 2017,

the Company had cash and cash equivalents of

$2,095,728

and a working capital surplus of

$3,452,869.

For the

nine

months ended

September 30, 2017,

the Company generated revenue from operations of

$8,743,913

and had income from operations before taxes of

$722,472.

For the

nine

months ended

September 30, 2017,

cash flows included net cash provided by operating activities of

$11,975,

net cash provided by investing activities of

$42,624,

and net cash used in financing activities of

$277,500.

On

May 17, 2013,

the Company entered into a loan agreement with PNC Bank (the “PNC Loan Agreement”). The PNC Loan Agreement included a

$2,500,000

non-revolving acquisition line of credit (the “PNC Acquisition Line”).

Proceeds of the PNC Acquisition Line were able to be dispersed, based on parameters defined in the PNC Loan Agreement, until

May 17, 2014 (

the “Conversion Date”). As of the Conversion Date, there was

$1,350,000

outstanding under the PNC Acquisition Line. The payment terms provided that

30

days following the Conversion Date, and continuing on the same day of each month thereafter,

the Company is required to make equal payments of principal over a

60

month period. Interest on the outstanding principal continues to accrue at a rate equal to

one

-month LIBOR plus

275

basis points (

3.978%

as of

September 30, 2017).

As of

September 30, 2017,

there was

$450,000

outstanding under the PNC Acquisition Line.

The Company is

party to a Concession Agreement, dated as of

November 1, 2008,

with the City of New York for the operation of the Downtown Manhattan Heliport (the “Concession Agreement”). Pursuant to the terms of the Concession Agreement, the Company must pay the greater of

18%

of the

first

$5,000,000

in program year gross receipts and

25%

of gross receipts in excess of

$5

million, or minimum annual guaranteed payments. The Company paid the City of New York

$1,200,000

in the

first

year of the term and minimum payments were scheduled to increase to approximately

$1,700,000

in the final year of the Concession Agreement, which was set to expire on

October 31, 2018.

During the

nine

months ended

September 30, 2017

and

2016,

the Company incurred approximately

$1,285,000

and

$1,900,000,

respectively, in concession fees which are recorded in the cost of revenue.

As disclosed in a Current Report on Form

8

-K filed with the SEC

on

February 5, 2016,

on

February 2, 2016,

the Company and the New York City Economic Development Corporation (the “NYCEDC”) announced new measures to reduce helicopter noise and impacts across New York City (the “Air Tour Agreement”).

Under the

Air Tour Agreement, filed as an exhibit to the Company’s Annual Report on Form

10

-K for the year ended

December 31, 2015,

the Company

may

not

allow its tenant operators to conduct tourist flights from the Downtown Manhattan Heliport on Sundays beginning

April 1, 2016.

The Company was also required to ensure the Company’s tenant operators reduce the total allowable number of tourist flights from

2015

levels by

20

percent beginning

June 1, 2016,

by

40

percent beginning

October 1, 2016

and by

50

percent beginning

January 1, 2017.

Additionally, beginning on

June 1, 2016,

the Company is required to provide monthly written reports to the NYCEDC and the New York City Council detailing the number of tourist flights conducted out of the Downtown Manhattan Heliport compared to

2015

levels, as well as information on any tour flight that flies over land and/or strays from agreed upon routes.

The

Air Tour Agreement also extended the Company’s Concession Agreement with the City of New York for

30

months, resulting in a new expiration date of

April 30, 2021.

The City of New York has

two one

year options to further extend the Concession Agreement. The Agreement also provides that the minimum annual guarantee payments the Company is required to pay to the City of New York under the Concession Agreement be reduced by

50%,

effective

January 1, 2017.

These reductions

have negatively impacted the Company’s business and financial results as well as those of the Company’s management company at the Heliport, Empire Aviation which, as previously disclosed, is owned by the children of Alvin Trenk, the Company’s Chief Executive Officer and a member of the Company’s Board of Directors.  The Company incurred management fees with Empire Aviation of approximately

$1,780,000

and

$2,706,000

during the

nine

months ended

September 30, 2017

and

2016,

respectively, which is recorded in administrative expenses.  The Company and Empire Aviation have also contributed to the Helicopter Tourism and Jobs Council (“HTJC”), an association that lobbies on behalf of the helicopter air tour industry, and which had engaged in discussions with the Mayor’s office.  Mr. Trenk is also an active participant with HJTC, which is managed by his grandson. 

On

October 3,

2016,

the Company purchased all of the capital stock of Aircraft Services, Inc. (“Aircraft Services”), an aircraft maintenance services firm located in Garden City, Kansas. Under the terms of the transaction, the Company made a

$150,000

cash payment at closing, a

$75,000

installment payment in

2017,

and will make an additional installment payment of

$75,000

in

2018.

The closing cash payment and

2017

installment payment were both funded with internal resources. The Company’s purchases of Aircraft Services’ capital stock is discussed in greater detail in a Current Report on Form

8

-K filed with the SEC on

October 7, 2016

and filed as an Exhibit to the Company’s Quarterly Report on Form

10

-Q for the period ended

September

30,2016.

As disclosed in a Current Report on Form

8

-K filed with the SEC on

July 6, 2015,

the Company entered into a

stock purchase agreement, dated

June 30, 2015,

by and between the Company and Warren A. Peck, pursuant to which Mr. Peck purchased all of the capital stock of a wholly-owned subsidiary of the Company. The details of the agreement are described in such Current Report as well as in the Company’s Annual Report on Form

10

-K, which was filed with the SEC on

April 11, 2016.

In

September 2017,

the Company received

$100,000

due under this agreement and a final payment of

$100,000

is expected to be made in

September 2018.

XML

Note 3 - Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Significant Accounting Policies [Text Block]

NOTE

3

-

Summary of Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and

our wholly-owned subsidiaries, FirstFlight Heliports, LLC (“FFH”) and our FBO and MRO at Garden City (Kansas) Regional Airport (“FBOGC”). All significant inter-company accounts and transactions have been eliminated in consolidation.

Net

Income

Per Common Share

Net

income was

$308,231

and

$667,252

for the

nine

months ended

September 30, 2017

and

2016,

respectively. Basic net income per share applicable to common stockholders is computed based on the weighted average number of shares of the Company’s common stock outstanding during the periods presented. Diluted net income per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. Potentially dilutive securities, consisting of options and warrants, are excluded from the calculation of the diluted income per share when their exercise prices were greater than the average market price of the common stock during the period. 

The following table sets forth the components used in the computation of basic

net income per share:

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	201 7		2016 (1)		2017		2016 (1)
Weighted average common shares outstanding, basic		33,396,892		33,157,610		33,318,008		33,157,610
Common shares upon exercise of options and warrants		1,096,997		148,223		1,096,997		148,223
Weighted average common shares outstanding, diluted		34,493,889		33,305,833		34,415,005		33,305,833

(

1

) Potential common shares of

1,900,000

were excluded from the computation of diluted shares as their exercise prices were greater than the average closing price of the common stock during the period.

Stock Based Compensation

Stock-based compensation expense for all share-based payment awards

are based on the grant-date fair value. The Company recognizes these compensation costs over the requisite service period of the award, which is generally the option vesting term. For each of the

nine

months ended

September 30, 2017

and

2016,

the Company incurred stock-based compensation costs of

$25,496.

Such amounts have been recorded as part of the Company’s selling, general and administrative expenses in the accompanying condensed consolidated statements of operations. As of

September 30, 2017,

the unamortized fair value of the options totaled

$7,500.

Option valuation models require the input of highly subjective assumptions

, including the expected life of the option. In management's opinion, the use of such option valuation models does

not

necessarily provide a reliable single measure of the fair value of the Company’s employee stock options. Management holds this view partly because the Company's employee stock options have characteristics significantly different from those of traded options and also because changes in the subjective input assumptions can materially affect the fair value estimate.

Recently Issued Accounting Pronouncements

In

May 2014,

the

Financial Accounting Standards Board (the” FASB”) issued Accounting Standards Update (“ASU”)

No.

2014

-

09,

“Revenue from Contracts with Customers” (“ASU

2014

-

09”

), which provides guidance for revenue recognition. ASU

2014

-

09

affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets and supersedes the revenue recognition requirements in Topic

605,

“Revenue Recognition,” and most industry-specific guidance. ASU

2014

-

09

also supersedes some cost guidance included in Subtopic

605

-

35,

“Revenue Recognition-Construction-Type and Production-Type Contracts.” The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under the current guidance. These judgments and estimates include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price, and allocating the transaction price to each separate performance obligation. In

August 2015,

the FASB issued ASU

2015

-

14

“Revenue from Contracts with Customers” (“ASU

2015

-

14”

), which delays the effective date of ASU

2014

-

09

by

one

year. ASU

2014

-

09,

as amended by ASU

2015

-

14,

is effective for us beginning

January 1, 2018,

and, at that time, we

may

adopt the new standard under the full retrospective approach or the modified retrospective approach. We are currently evaluating the method of adoption and the impact the adoption of ASU

2014

-

09

will have on our consolidated financial statements and disclosures.

In

February 2016,

the FASB issued ASU

No.

2016

-

02,

“Leases” (“ASU

2016

-

02”

), which requires an entity to recognize assets and liabilities on the balance sheet for the rights and obligations created by leased assets and provide additional disclosures. ASU

2016

-

02

is effective for us beginning

January 1, 2019,

and, at that time, we will adopt the new standard using a modified retrospective approach. We are currently evaluating the impact that the adoption of ASU

2016

-

02

may

have on our consolidated financial statements and disclosures.

Reclassifications

Certain reclassifications were made to prior year amounts to conform to the current year presentation.

None

of the reclassifications affected the Company

’s net (loss) income in any period.

XML

Note 4 - Inventories

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Inventory Disclosure [Text Block]

NOTE

4

–

Inventories

Inventory consists primarily of aviation fuel, which the Company dispenses to its customers, and parts inventory as a result of the acquisition of Aircraft Services. The Company also maintains fuel inventories for commercial airlines,

for which it charges into-plane fees when servicing commercial aircraft.

Inventories consist of the following:

	September 30, 2017		December 31, 2016
Parts inventory	$	75,756	$	71,906
Fuel inventory		71,000		20,821
Other inventory		15,727		20,378
Total inventory	$	162,483	$	113,105

Included in fuel inventory are amounts held for

third

parties of $

42,909

and

$36,692

as of

September 30, 2017

and

December 31, 2016,

respectively, with an offsetting liability included as part of accrued expenses.

XML

Note 5 - Acquisition

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Business Combination Disclosure [Text Block]

NOTE

5

–

Acquisition

Our wholly-owned subsidiary, FBO Air Garden City, Inc. (“GCK”), entered into a

stock purchase agreement, dated

October 3, 2016,

by and between the Company, GCK and Gary and Kim Keller, (the “Stock Purchase Agreement”), to purchase all of the capital stock of Aircraft Services, an aircraft maintenance services firm located in Garden City, Kansas. Under the terms of the transaction, the Company made a

$150,000

cash payment at closing, an installment payment of

$75,000

in

2017,

and will make an additional installment payment of

$75,000

in

2018.

The closing cash payment for the transaction and the

2017

installment payment were funded with internal resources. The Stock Purchase Agreement is discussed in greater detail in a Current Report on Form

8

-K filed with the SEC on

October 7, 2016

and is filed as an exhibit to the Company’s Quarterly Report on Form

10

-Q for the period ended

September 30, 2016.

The following table details the allocation of the purchase price:

	Fair Value
Inventory	$	71,650
Equipment		6,850
Fixed Assets		1,500
Goodwill		220,000
Total	$	300,000

The following table presents the unaudited

pro-forma results of the continuing operations of the Company and Aircraft Services for the

nine

months ended

September 30, 2016

as if Aircraft Services had been acquired at the beginning of the period:

	September 30, 2016
Revenue	$	11,157,501
Net income		715,387
Basic net income per common share	$	0.02
Weighted Average Number of Common Shares Outstanding- Basic		33,157,610

XML

Note 6 - Related Parties

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Related Party Transactions Disclosure [Text Block]

NOTE

6

–

Related Parties

From time to time, t

he law firm of Wachtel Missry, LLP provides certain legal services to the Company and its subsidiaries. William B. Wachtel, Chairman of the Company’s Board of Directors, is a managing partner of such firm. During the

nine

months ended

September 30, 2017

and

2016,

no

services were provided to the Company by Wachtel & Missry, LLP.

As described in more detail in Note

2,

Liquidity, the Company is party to a management agreement with Empire Aviation, an entity owned by the children of Alvin S. Trenk, the Company

’s Chief Executive Officer and a member of the Company’s Board of Directors.

XML

Note 7 - Litigation

9 Months Ended

Sep. 30, 2017

Notes to Financial Statements

Legal Matters and Contingencies [Text Block]

NOTE

7

–

Litigation

From time to time, the Company

may

be a party to

one

or more claims or disputes which

may

result in litigation. The Company

’s management does

not,

however, presently expect that any such matters will have a material adverse effect on the Company’s business, financial condition or results of operations.

XML

Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2017

Accounting Policies [Abstract]

Consolidation, Policy [Policy Text Block]

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and

our wholly-owned subsidiaries, FirstFlight Heliports, LLC (“FFH”) and our FBO and MRO at Garden City (Kansas) Regional Airport (“FBOGC”). All significant inter-company accounts and transactions have been eliminated in consolidation.

Earnings Per Share, Policy [Policy Text Block]

Net

Income

Per Common Share

Net

income was

$308,231

and

$667,252

for the

nine

months ended

September 30, 2017

and

2016,

respectively. Basic net income per share applicable to common stockholders is computed based on the weighted average number of shares of the Company’s common stock outstanding during the periods presented. Diluted net income per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. Potentially dilutive securities, consisting of options and warrants, are excluded from the calculation of the diluted income per share when their exercise prices were greater than the average market price of the common stock during the period. 

The following table sets forth the components used in the computation of basic

net income per share:

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	201 7		2016 (1)		2017		2016 (1)
Weighted average common shares outstanding, basic		33,396,892		33,157,610		33,318,008		33,157,610
Common shares upon exercise of options and warrants		1,096,997		148,223		1,096,997		148,223
Weighted average common shares outstanding, diluted		34,493,889		33,305,833		34,415,005		33,305,833

(

1

) Potential common shares of

1,900,000

were excluded from the computation of diluted shares as their exercise prices were greater than the average closing price of the common stock during the period.

Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block]

Stock Based Compensation

Stock-based compensation expense for all share-based payment awards

are based on the grant-date fair value. The Company recognizes these compensation costs over the requisite service period of the award, which is generally the option vesting term. For each of the

nine

months ended

September 30, 2017

and

2016,

the Company incurred stock-based compensation costs of

$25,496.

Such amounts have been recorded as part of the Company’s selling, general and administrative expenses in the accompanying condensed consolidated statements of operations. As of

September 30, 2017,

the unamortized fair value of the options totaled

$7,500.

Option valuation models require the input of highly subjective assumptions

, including the expected life of the option. In management's opinion, the use of such option valuation models does

not

necessarily provide a reliable single measure of the fair value of the Company’s employee stock options. Management holds this view partly because the Company's employee stock options have characteristics significantly different from those of traded options and also because changes in the subjective input assumptions can materially affect the fair value estimate.

New Accounting Pronouncements, Policy [Policy Text Block]

Recently Issued Accounting Pronouncements

In

May 2014,

the

Financial Accounting Standards Board (the” FASB”) issued Accounting Standards Update (“ASU”)

No.

2014

-

09,

“Revenue from Contracts with Customers” (“ASU

2014

-

09”

), which provides guidance for revenue recognition. ASU

2014

-

09

affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets and supersedes the revenue recognition requirements in Topic

605,

“Revenue Recognition,” and most industry-specific guidance. ASU

2014

-

09

also supersedes some cost guidance included in Subtopic

605

-

35,

“Revenue Recognition-Construction-Type and Production-Type Contracts.” The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under the current guidance. These judgments and estimates include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price, and allocating the transaction price to each separate performance obligation. In

August 2015,

the FASB issued ASU

2015

-

14

“Revenue from Contracts with Customers” (“ASU

2015

-

14”

), which delays the effective date of ASU

2014

-

09

by

one

year. ASU

2014

-

09,

as amended by ASU

2015

-

14,

is effective for us beginning

January 1, 2018,

and, at that time, we

may

adopt the new standard under the full retrospective approach or the modified retrospective approach. We are currently evaluating the method of adoption and the impact the adoption of ASU

2014

-

09

will have on our consolidated financial statements and disclosures.

In

February 2016,

the FASB issued ASU

No.

2016

-

02,

“Leases” (“ASU

2016

-

02”

), which requires an entity to recognize assets and liabilities on the balance sheet for the rights and obligations created by leased assets and provide additional disclosures. ASU

2016

-

02

is effective for us beginning

January 1, 2019,

and, at that time, we will adopt the new standard using a modified retrospective approach. We are currently evaluating the impact that the adoption of ASU

2016

-

02

may

have on our consolidated financial statements and disclosures.

Reclassification, Policy [Policy Text Block]

Reclassifications

Certain reclassifications were made to prior year amounts to conform to the current year presentation.

None

of the reclassifications affected the Company

’s net (loss) income in any period.

XML

Note 3 - Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2017

Notes Tables

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	201 7		2016 (1)		2017		2016 (1)
Weighted average common shares outstanding, basic		33,396,892		33,157,610		33,318,008		33,157,610
Common shares upon exercise of options and warrants		1,096,997		148,223		1,096,997		148,223
Weighted average common shares outstanding, diluted		34,493,889		33,305,833		34,415,005		33,305,833

XML

Note 4 - Inventories (Tables)

9 Months Ended

Sep. 30, 2017

Notes Tables

Schedule of Inventory, Current [Table Text Block]

	September 30, 2017		December 31, 2016
Parts inventory	$	75,756	$	71,906
Fuel inventory		71,000		20,821
Other inventory		15,727		20,378
Total inventory	$	162,483	$	113,105

XML

Note 5 - Acquisition (Tables)

9 Months Ended

Sep. 30, 2017

Notes Tables

Business Acquisition, Purchase Price Allocation [Table Text Block]

	Fair Value
Inventory	$	71,650
Equipment		6,850
Fixed Assets		1,500
Goodwill		220,000
Total	$	300,000

Business Acquisition, Pro Forma Information [Table Text Block]

	September 30, 2016
Revenue	$	11,157,501
Net income		715,387
Basic net income per common share	$	0.02
Weighted Average Number of Common Shares Outstanding- Basic		33,157,610

XML

Note 2 - Liquidity (Details Textual)			1 Months Ended		3 Months Ended		9 Months Ended			12 Months Ended
	Oct. 03, 2016 USD ($)	May 17, 2014 USD ($)	Sep. 30, 2018 USD ($)	Sep. 30, 2017 USD ($)	Sep. 30, 2017 USD ($)	Sep. 30, 2016 USD ($)	Sep. 30, 2017 USD ($)	Sep. 30, 2017 USD ($)	Sep. 30, 2016 USD ($)	Dec. 31, 2015	Dec. 31, 2016 USD ($)	May 17, 2013 USD ($)
Cash				$ 2,095,728	$ 2,095,728		$ 2,095,728	$ 2,095,728			$ 2,318,629
Working Capital				3,452,869	3,452,869		3,452,869	$ 3,452,869
Revenue, Net					3,518,712	$ 3,840,800	8,743,913		$ 10,872,366
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest					459,164	$ 565,884	722,472		1,348,252
Net Cash Provided by (Used in) Operating Activities							11,975		2,042,063
Net Cash Provided by (Used in) Investing Activities							42,624		(40,781)
Net Cash Provided by (Used in) Financing Activities							(277,500)
Concession Fees							1,285,000		1,900,000
Environmental Remediation, Agreed Percentage of Reduction in Tenant Operated Tourist Flights										20.00%
Environmental Remediation, Agreed Percentage of Reduction in Tenant Operated Tourist Flights by Year One										40.00%
Environmental Remediation, Agreed Percentage of Reduction in Tenant Operated Tourist Flights by Year Two										50.00%
Warren A. Peck [Member]
Proceeds from Collection of Notes Receivable				100,000
Warren A. Peck [Member] | Scenario, Forecast [Member]
Proceeds from Collection of Notes Receivable			$ 100,000
Aircraft Services, Inc [Member]
Stock Purchase Agreement, Cash Consideration Paid	$ 150,000
Stock Purchase Agreement, Cash Consideration Payable	75,000
Stock Purchase Agreement, Payments, Due Next Twelve Months	$ 75,000
Empire Aviation [Member]
General and Administrative Expense							$ 1,780,000		$ 2,706,000
Concession Agreement [Member]
Line of Credit Facility, Payment Term							2 years 180 days
Percentage Payable Greater than Gross Receipts During Period							18.00%
Amount of Gross Receipts During Period							$ 5,000,000
Percentage Payable Greater than Gross Receipts in Year One							25.00%
Minimum Annual Guarantee, Year One							$ 5,000,000
Amount Paid Greater than Gross Receipts in Year One							1,200,000
Minimum Annual Guarantee, Year Ten							$ 1,700,000
Line of Credit Facility, Number of Options to Extend Agreement							2
Minimum Annual Guarantee Percent								50.00%
Line of Credit Facility, Length of Options to Extend Agreement							1 year
PNC Acquisition Line [Member]
Line of Credit Facility, Maximum Borrowing Capacity												$ 2,500,000
Line of Credit Facility, Fair Value of Amount Outstanding		$ 1,350,000
Line of Credit Facility, Period after which Payment Term Begins		30 days
Line of Credit Facility, Payment Term		5 years
Line of Credit Facility, Interest Rate During Period							3.978%
Long-term Line of Credit				$ 450,000	$ 450,000		$ 450,000	$ 450,000
PNC Acquisition Line [Member] | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument, Basis Spread on Variable Rate		2.75%

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Note 3 - Summary of Significant Accounting Policies (Details Textual) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Net Income (Loss) Attributable to Parent	$ 232,064	$ 280,384	$ 308,231	$ 667,252
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount			1,900,000
Share-based Compensation			$ 25,496	$ 25,496
Share-based Compensation, Stock Options, Unamortized Fair Value			$ 7,500

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Note 3 - Summary of Significant Accounting Policies - Computation of Basic Net Income Per Share (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Weighted average common shares outstanding, basic (in shares)	33,396,892	33,157,610	33,318,008	33,157,610
Common shares upon exercise of options and warrants (in shares)	1,096,997	148,223	1,096,997	148,223
Weighted average common shares outstanding, diluted (in shares)	34,493,889	33,305,833	34,415,005	33,305,833

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Note 4 - Inventories (Details Textual) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Fuel [Member]
Inventory Third Party	$ 42,909	$ 36,692

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Note 4 - Inventories - Summary of Inventory (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016
Inventories	$ 162,483	$ 113,105
Parts [Member]
Inventories	75,756	71,906
Fuel [Member]
Inventories	71,000	20,821
Other Inventory [Member]
Inventories	$ 15,727	$ 20,378

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Note 5 - Acquisition (Details Textual) - Aircraft Services, Inc [Member]	Oct. 03, 2016 USD ($)
Stock Purchase Agreement, Cash Consideration Paid	$ 150,000
Stock Purchase Agreement, Cash Consideration Payable	75,000
Stock Purchase Agreement, Payments, Due Next Twelve Months	$ 75,000

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Note 5 - Acquisition - Allocation of Purchase Price (Details) - USD ($)	Sep. 30, 2017	Dec. 31, 2016	Oct. 03, 2016
Goodwill	$ 750,000	$ 750,000
Aircraft Services, Inc [Member] | GCK [Member]
Inventory			$ 71,650
Equipment			6,850
Fixed Assets			1,500
Goodwill			220,000
Total			$ 300,000

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Note 5 - Acquisition - Pro Forma Financial Information (Details) - Aircraft Services, Inc [Member]	9 Months Ended
	Sep. 30, 2016 USD ($) $ / shares shares
Revenue	$ 11,157,501
Net income	$ 715,387
Basic net income per common share (in dollars per share) | $ / shares	$ 0.02
Weighted Average Number of Common Shares Outstanding- Basic (in shares) | shares	33,157,610