Impact of COVID-19	9 Months Ended
Sep. 30, 2020
Unusual or Infrequent Items, or Both [Abstract]
Impact of COVID-19	Impact of COVID-19 As the COVID-19 pandemic continues to evolve, the Company's financial and operational outlook remains subject to change. The Company continues to monitor the impacts of the pandemic on its operations and financial condition, and to implement mitigation strategies while working to preserve cash and protect the long-term sustainability of the Company. The Company has implemented measures for the safety of its Guests and Team Members as well as to mitigate the impact of COVID-19 on its financial position and operations. Caring for Guests and Team Members The Company’s Operations and Task Force teams remain in constant contact with authorities, continuing to evolve its response to ensure the safety of Guests and Team Members. In addition to previously existing procedures including utilization of hospital-grade disinfectants and state-of-the-art HEPA filters that capture 99.97% of airborne particles on board the aircraft, the Company has implemented and continued the following steps to protect its Guests and Team Members: •Secured and distributed additional supplies of gloves and sanitizer across the Company's network and augmented the contents of onboard supply kits to contain additional cleaning and sanitizing materials; •Secured and provided face coverings for all crew and Guest facing team members; •Expanded cleaning protocols at airports and other facilities, including the use of EPA-registered disinfectants in all check-in and gate areas and the use of electrostatic sprayers at high-traffic airports; •Expanded aircraft turn and overnight cleaning protocols focusing on high frequency touch points as well as enhanced cockpit cleaning and the use of ultra-low volume ("ULV") fogging process to apply a safe, high-grade EPA-registered airborne disinfectant that is effective against coronaviruses; •Launched a new antimicrobial fogging tool in our facilities and aircraft that uses a product that forms an invisible barrier on all surfaces killing bacteria and viruses on contact for 30 days; •Split the Company's Operational Control Center ("OCC") into multiple units to enable social distancing and prepared the OCC to work remotely to minimize potential operational disruption; •Implemented a remote work policy for the Support Center teams to maintain support of the Company's operations; •Automated the Team Member screening process upon entry to all Company-operated facilities by installing an automatic temperature scanner which is activated and monitored 24 hours a day; •Required all Guests and Guest-facing Team Members to wear an appropriate face covering when traveling through the airport or onboard aircraft; •Offered future flight credits with extended expiration dates to Guests with impacted travel plans and waived change and cancellation fees for Guests who booked travel by October 31, 2020. Supporting Communities During this unprecedented time, many travelers have been stranded abroad with bans and other restrictions on travel implemented globally and domestically. The Company has worked with embassies and local governments in Aruba, Colombia, Dominican Republic, Ecuador, Haiti, Honduras, Panama and the U.S. to operate special flights for stranded travelers in such countries. Thus far, the Company has provided over 260 flights to more than 30,000 stranded travelers and preparations continue to transport many more. In addition, the Company has pledged $250 thousand in vouchers for flights to minority organizations. The Company has also made efforts to address the growing needs of its communities through The Spirit Airlines Charitable Foundation (the “Foundation”). As part of the its focus on supporting families, the Foundation partnered with other non-profit organizations including the YMCA and Jack and Jill Children’s Center to provide food to seniors and families struggling during this time and supported organizations creating face coverings for healthcare workers. In addition, the Company has partnered to offer Guests face coverings for a small contribution to the Red Cross. Capacity Reductions In March 2020, in response to government restrictions on travel and drastically reduced consumer demand, the Company began to reduce capacity. The Company reduced capacity for April and May 2020 by 76.2% and 93.9%, respectively, year over year. The Company had initially expected to reduce June 2020 capacity by approximately 95%, year over year. However, due to an increase in demand for air travel, the Company added some flights back to the June schedule, building throughout the month, resulting in an average capacity reduction of 79.0%, year over year. Capacity in July, August and September of 2020 was reduced by 17.5%, 36.4% and 47.1% respectively, year over year. In October 2020, capacity has been reduced by approximately 36%, year over year. In the holiday months of November and December, with modestly improved bookings and demand, the Company expects to reduce capacity, year over year, by approximately 20%. The Company continues to closely monitor demand and will make adjustments to the flight schedule as appropriate. The Company currently estimates that air travel demand will continue to be volatile and will fluctuate in the upcoming months as the lingering effects of COVID-19 continue. The Company expects that air travel demand will continue to gradually recover in the remainder of 2020 through 2021. However, the situation continues to be fluid and actual capacity adjustments may be different than what the Company currently expects. Refer to Note 4, Revenue, for discussion of the impact of COVID-19 on the Company's air traffic liability, credit shells and refunds. CARES Act On March 27, 2020, President Donald Trump signed the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") into law. The CARES Act was a relief package intended to assist many aspects of the American economy, including providing the airline industry with up to $25 billion in grants to be used for employee salaries, wages and benefits and up to $25 billion in secured loans. On April 20, 2020, the Company entered into a Payroll Support Program ("PSP") Agreement with the United States Department of the Treasury ("Treasury"), pursuant to which the Company received a total of $334.7 million through July 31, 2020, used exclusively to pay for salaries, wages and benefits for the Company’s Team Members through September 30, 2020. Of that amount, $70.4 million is in the form of a low-interest 10-year loan. In addition, in connection with its participation in the PSP, the Company issued to Treasury warrants pursuant to a warrant agreement to purchase up to 500,151 shares of the Company’s common stock at a strike price of $14.08 per share (the closing price for the shares of the Company's common stock on April 9, 2020) with a fair value of $3.7 million. The remaining amount of $260.6 million is in the form of a grant and was recognized in special credits in the Company's condensed consolidated statement of operations. In September 2020, the Company was notified by the Treasury of additional funds available under the PSP portion of the CARES Act. The Company received an additional installment of $9.7 million from the Treasury of which $2.9 million is in the form of a low-interest 10-year loan. Also, in connection with this additional installment, the Company issued to the Treasury warrants to purchase up to an additional 20,646 shares of the Company's common stock at a strike price of $14.08 per share (the closing price for the shares of the Company's common stock on April 9, 2020) with a fair value of $0.2 million. The remaining amount of $6.6 million is in the form of a grant and was recognized in special credits in the Company's condensed consolidated statement of operations. Pursuant to the warrant agreement with the Treasury, the Company registered the resale of the initial warrants and the 500,151 shares of common stock issuable upon exercise of such warrants on September 30, 2020, and registered the resale of the remaining warrants and shares of common stock issuable upon exercise of such warrants on October 8, 2020. Total warrants issued represent less than 1% of the outstanding shares of the Company's common stock as of September 30, 2020. Refer to Note 13, Debt and Other Obligations, for additional information on the notes issued and Note 14, Equity, for additional information on the warrants. During the three and nine months ended September 30, 2020, the Company recognized $142.9 million and $266.8 million, respectively, of deferred salaries, wages and benefits within special credits on the Company’s condensed consolidated statements of operations. Refer to Note 6, Special Credits, for additional information. In connection with the Company’s receipt of funds under the PSP, the Company is and continues to be subject to certain restrictions, including, but not limited to: •Restrictions on payment of dividends and stock buybacks through September 30, 2021; •Requirements to maintain certain levels of scheduled service through September 30, 2020; •A prohibition on involuntary terminations or furloughs of the Company's employees (except for health, disability, cause, or certain disciplinary reasons) through September 30, 2020; •A prohibition on reducing the salary, wages, or benefits of the Company's employees (other than the Company's executive officers or independent contractors, or as otherwise permitted under the terms of the PSP) through September 30, 2020; •Limits on certain executive compensation, including limiting pay increases and severance pay or other benefits upon terminations, through March 24, 2022; •Use of the grant funds exclusively for the continuation of payment of employee wages, salaries and benefits; and •The Company is subject to additional reporting and recordkeeping requirements relating to the CARES Act funds. On April 29, 2020, the Company applied for additional funds under the Treasury's loan program under the CARES Act (“Loan Program”). On July 1, 2020, the Company executed a non-binding letter of intent with the Treasury which summarized the principal terms of the financing request submitted by the Company to the Treasury. In September 2020, the Company decided that it would not participate in the Treasury's loan program as it was able to secure other forms of financing described below. The CARES Act also provides an employee retention credit (“CARES Employee Retention credit”) which is a refundable tax credit against certain employment taxes of up to $5,000 per employee for eligible employers. The credit is equal to 50% of qualified wages paid to employees during a quarter, capped at $10,000 of qualified wages through year end. The Company qualified for the credit beginning on April 1, 2020 and expects to continue to receive additional credits for qualified wages through December 31, 2020. During the three and nine months ended September 30, 2020, the Company recorded $7.8 million and $35.8 million, respectively, related to the CARES Employee Retention credit within special credits on the Company’s condensed consolidated statements of operations and within accounts receivable, net on the Company's condensed consolidated balance sheet. The Company expects to record an additional approximately $2 million in CARES Employee Retention credits in the remainder of 2020. Refer to Note 6, Special Credits, for additional information. The CARES Act also provides for certain tax loss carrybacks and a waiver on federal fuel taxes through December 31, 2020. As of September 30, 2020, the Company had recognized $140.8 million in related tax loss carrybacks and $3.4 million in federal fuel tax savings reflected within aircraft fuel in the Company’s statements of operations. The Company expects to recognize an additional $3 million in savings related to the waiver on federal fuel taxes in the remainder of 2020. Finally, the CARES Act also provides for deferred payment of the employer portion of social security taxes through the end of 2020, with 50% of the deferred amount due December 31, 2021 and the remaining 50% due December 31, 2022. This is expected to provide the Company with approximately $23 million of additional liquidity during the current year. As of September 30, 2020, the Company has deferred $17.6 million in social security tax payments. The deferred amounts are recorded as a liability within deferred gains and other long-term liabilities on the Company’s condensed consolidated balance sheet. Income Taxes The Company's effective tax rate for the nine months ended September 30, 2020 was 34.7% compared to 22.9% for the nine months ended September 30, 2019. The increase in tax rate, as compared to the prior year period, is primarily due to a $56.1 million discrete federal tax benefit recorded during the nine months ended September 30, 2020 related to the passage of the CARES Act. The CARES Act allows for carryback of net operating losses generated at a 21% tax rate to recover taxes paid at a 35% tax rate. Excluding this discrete tax benefit, the Company's effective tax rate for the nine months ended September 30, 2020 would have been 21.2%. While the Company expects its tax rate to be fairly consistent in the near term, it will tend to vary depending on recurring items such as the amount of income we earn in each state and the state tax rate applicable to such income. Discrete items particular to a given year may also affect our effective tax rates. Balance Sheet, Cash Flow and Liquidity Since the onset of the spread of COVID-19 in the U.S. in the first quarter of 2020, the Company has taken several actions to increase liquidity and strengthen its financial position. As a result of these actions, as of September 30, 2020, the Company had unrestricted cash and cash equivalents and short-term investment securities of $2,053.9 million. In March 2020, the Company entered into a senior secured revolving credit facility (the "2022 revolving credit facility") for an initial commitment amount of $110.0 million, and subsequently, in the second quarter of 2020, increased its commitment amount to $180.0 million. As of September 30, 2020, the Company had fully drawn the available amount of $180.0 million under the 2022 revolving credit facility. The 2022 revolving credit facility matures on March 30, 2022. Refer to Note 13, Debt and Other Obligations, for additional information about the 2022 revolving credit facility. On May 12, 2020, the Company completed the public offering of $175.0 million aggregate principal amount of 4.75% convertible senior notes due 2025 (the “convertible notes”). The convertible notes will bear interest at the rate of 4.75% per year and will mature on May 15, 2025. Interest on the convertible notes is payable semi-annually in arrears on May 15 and November 15 of each year, beginning on November 15, 2020. The Company received proceeds of $168.3 million, net of total issuance costs of $6.7 million and recorded $95.6 million in long-term debt and finance leases, net of debt issuance costs of $3.8 million on its condensed consolidated balance sheets, related to the debt component of the convertible notes, and $72.7 million in APIC, net of issuance costs of $2.9 million on its condensed consolidated balance sheets, related to the equity component of the convertible notes. Refer to Note 13, Debt and Other Obligations for additional information about the Company’s convertible debt. Also on May 12, 2020, the Company completed the public offering of 20,125,000 shares of its voting common stock, which includes full exercise of the underwriters’ option to purchase an additional 2,625,000 shares of common stock, at a public offering price of $10.00 per share (the “common stock offering”). The Company received proceeds of $192.4 million, net of issuance costs of $8.9 million. Refer to Note 14, Equity, for further information about the Company’s common stock offering. In June 2020, the Company entered into an agreement to amend its revolving credit facility entered into in 2018 to finance aircraft pre-delivery payments. The agreement amends the revolving credit facility to extend the final maturity date from December 30, 2020 to March 31, 2021. Upon execution of the amended agreement, the maximum borrowing capacity decreased from $160.0 million to $111.2 million. This facility is secured by the collateral assignment of certain of the Company’s rights under the purchase agreement with Airbus. As of September 30, 2020, collateralized amounts were related to 19 Airbus A320neo aircraft scheduled to be delivered between October 2020 and October 2022. The maximum borrowing capacity of $95.1 million, as of September 30, 2020, decreased from $111.2 million due to the delivery of an aircraft during the third quarter of 2020 and will continue to decrease as the Company takes delivery of the related aircraft. The amendment provides approximately $54 million in additional liquidity through March 2021. Refer to Note 13, Debt and Other Obligations, for further information. Also, in June 2020, the Company entered into an agreement to defer certain aircraft deliveries originally scheduled in 2020 and 2021, as well as the related pre-delivery deposit payments. During the nine months ended September 30, 2020, the Company took delivery of 10 aircraft under this agreement and the Company has 2 aircraft scheduled for delivery during the remainder of 2020. In addition, the Company has 16 aircraft scheduled for delivery in 2021. Refer to Note 11, Commitments and Contingencies, for further information about the Company’s future aircraft deliveries. On July 22, 2020, the Company entered into an equity distribution agreement relating to the issuance and sale from time to time by the Company of up to 9,000,000 shares of the Company's common stock in sales deemed to be "at-the-market offerings" as defined in Rule 415 under the Securities Act of 1933, as amended (the "Securities Act"). As of September 30, 2020, the Company had completed the sale of all 9,000,000 shares under its "at-the-market offering" program ("ATM program") and had received proceeds of $156.7 million, net of $5.0 million in related issuance costs. Refer to Note 14, Equity, for further information. On September 17, 2020, the Company announced the completion of the private offering by Spirit IP Cayman Ltd., an indirect wholly-owned subsidiary of the Company and Spirit Loyalty Cayman Ltd., an indirect wholly-owned subsidiary of the Company of an aggregate of $850 million principal amount of 8.00% senior secured notes due 2025 (the “8.00% senior secured notes”). The 8.00% senior secured notes are guaranteed by the Company, Spirit Finance Cayman 1 Ltd. (“HoldCo 1”), a direct wholly owned subsidiary of the Company and Spirit Finance Cayman 2 Ltd., a direct subsidiary of HoldCo 1 and indirect wholly owned subsidiary of the Company (“HoldCo 2”). The 8.00% senior secured notes will be secured by, among other things, a first priority lien on the core assets of the Company’s loyalty programs, comprised of cash proceeds from its Free Spirit co-branded credit card programs, its $9 Fare ClubTM program membership fees, and certain intellectual property required or necessary to operate the loyalty programs, as well as the Company’s brand intellectual property. Refer to Note 4, Revenue, for further information on the Company's loyalty programs. The 8.00% senior secured notes will mature on September 20, 2025. The 8.00% senior secured notes bear interest at a rate of 8.00% per annum, payable in quarterly installments on January 20, April 20, July 20 and October 20 of each year, beginning January 20, 2021. In the three months ended September 30, 2020, the Company received proceeds of $823.9 million, net of issuance costs of $17.4 million and original issue discount of $8.7 million, related to this private offering. Refer to Note 13, Debt and Other Obligations, for further information. In addition, since the onset of the COVID-19 pandemic, the Company has taken additional action, including: •Reduced planned discretionary non-aircraft capital spend in 2020 by approximately $65 million; •Deferred $20 million in heavy maintenance events from 2020 to 2021; •Reduced planned non-fuel operating costs for 2020 by $20 million to $30 million, excluding savings related to reduced capacity; •Suspended hiring across the Company except to fill essential roles; •Entered into agreements to defer payments in 2020 related to facility rents and other airport services contracts at certain locations; •Entered into agreements with lessors to temporarily defer aircraft rent payments; •Continued to work with service providers to temporarily defer maintenance and service contract payments; •Continued to work with unionized and non-unionized employees to create voluntary leave programs; •Continued to pursue additional financing secured by its unencumbered assets. The Company continues to engage in discussions with the Company's significant stakeholders and vendors regarding financial support or contract adjustments, including extensions of payment terms, during this transition period. For purposes of assessing its liquidity needs, the Company estimates that demand will continue to improve slightly in the remainder of 2020, but remain well below 2019 levels, and continue to recover into 2021. The Company believes the actions described above address its future liquidity needs, yet anticipates it may implement further discretionary changes and other cost reduction and liquidity preservation and/or enhancement measures, as needed, to address the volatility and quickly changing dynamics of passenger demand and the impact of revenue changes, regulatory and public health directives and prevailing government policy and financial market conditions. Workforce Actions In July 2020, the Company distributed a letter to employees, including approximately 2,500 U.S.-based union represented employees, regarding the possibility of a workforce reduction at their work location. Throughout the second and third quarters of 2020, the Company worked with unionized employees and the related unions to create voluntary leave programs for pilots, flight attendants and other unionized employee groups. The Company also created voluntary leave programs for certain non-unionized employee groups. In August 2020, the Company announced a voluntary separation program for non-unionized employees. Due to the high level of support and acceptance of the voluntary programs offered, the total number of Team Members involuntarily terminated as of October 1, 2020 was reduced by more than 95%. In the three months ended September 30, 2020, the Company recorded $2.4 million in expenses related to the voluntary and involuntary employee separations. These expenses were recorded within special credits on the Company’s condensed consolidated statement of operations. Expenses related to voluntary leave programs were recorded within salaries, wages and benefits on the Company’s condensed consolidated statement of operations. As the Company continues to monitor the impacts of the pandemic on its operations and financial condition, it will consider and evaluate the need for any additional workforce actions in future periods.

Impact of COVID-19

As the COVID-19 pandemic continues to evolve, the Company's financial and operational outlook remains subject to change. The Company continues to monitor the impacts of the pandemic on its operations and financial condition, and to implement mitigation strategies while working to preserve cash and protect the long-term sustainability of the Company.

The Company has implemented measures for the safety of its Guests and Team Members as well as to mitigate the impact of COVID-19 on its financial position and operations.

Caring for Guests and Team Members

The Company’s Operations and Task Force teams remain in constant contact with authorities, continuing to evolve its response to ensure the safety of Guests and Team Members. In addition to previously existing procedures including utilization of hospital-grade disinfectants and state-of-the-art HEPA filters that capture 99.97% of airborne particles on board the aircraft, the Company has implemented and continued the following steps to protect its Guests and Team Members:

•Secured and distributed additional supplies of gloves and sanitizer across the Company's network and augmented the contents of onboard supply kits to contain additional cleaning and sanitizing materials;

•Secured and provided face coverings for all crew and Guest facing team members;

•Expanded cleaning protocols at airports and other facilities, including the use of EPA-registered disinfectants in all check-in and gate areas and the use of electrostatic sprayers at high-traffic airports;

•Expanded aircraft turn and overnight cleaning protocols focusing on high frequency touch points as well as enhanced cockpit cleaning and the use of ultra-low volume ("ULV") fogging process to apply a safe, high-grade EPA-registered airborne disinfectant that is effective against coronaviruses;

•Launched a new antimicrobial fogging tool in our facilities and aircraft that uses a product that forms an invisible barrier on all surfaces killing bacteria and viruses on contact for 30 days;

•Split the Company's Operational Control Center ("OCC") into multiple units to enable social distancing and prepared the OCC to work remotely to minimize potential operational disruption;

•Implemented a remote work policy for the Support Center teams to maintain support of the Company's operations;

•Automated the Team Member screening process upon entry to all Company-operated facilities by installing an automatic temperature scanner which is activated and monitored 24 hours a day;

•Required all Guests and Guest-facing Team Members to wear an appropriate face covering when traveling through the airport or onboard aircraft;

•Offered future flight credits with extended expiration dates to Guests with impacted travel plans and waived change and cancellation fees for Guests who booked travel by October 31, 2020.

Supporting Communities

During this unprecedented time, many travelers have been stranded abroad with bans and other restrictions on travel implemented globally and domestically. The Company has worked with embassies and local governments in Aruba, Colombia, Dominican Republic, Ecuador, Haiti, Honduras, Panama and the U.S. to operate special flights for stranded travelers in such countries. Thus far, the Company has provided over 260 flights to more than 30,000 stranded travelers and preparations continue to transport many more. In addition, the Company has pledged $250 thousand in vouchers for flights to minority organizations.

The Company has also made efforts to address the growing needs of its communities through The Spirit Airlines Charitable Foundation (the “Foundation”). As part of the its focus on supporting families, the Foundation partnered with other non-profit organizations including the YMCA and Jack and Jill Children’s Center to provide food to seniors and families struggling during this time and supported organizations creating face coverings for healthcare workers. In addition, the Company has partnered to offer Guests face coverings for a small contribution to the Red Cross.

In March 2020, in response to government restrictions on travel and drastically reduced consumer demand, the Company began to reduce capacity. The Company reduced capacity for April and May 2020 by 76.2% and 93.9%, respectively, year over year. The Company had initially expected to reduce June 2020 capacity by approximately 95%, year over year. However, due to an increase in demand for air travel, the Company added some flights back to the June schedule, building throughout the month, resulting in an average capacity reduction of 79.0%, year over year. Capacity in July, August and September of 2020 was reduced by 17.5%, 36.4% and 47.1% respectively, year over year. In October 2020, capacity has been reduced by approximately 36%, year over year. In the holiday months of November and December, with modestly improved bookings and demand, the Company expects to reduce capacity, year over year, by approximately 20%. The Company continues to closely monitor demand and will make adjustments to the flight schedule as appropriate. The Company currently estimates that air travel demand will continue to be volatile and will fluctuate in the upcoming months as the lingering effects of COVID-19 continue. The Company expects that air travel demand will continue to gradually recover in the remainder of 2020 through 2021. However, the situation continues to be fluid and actual capacity adjustments may be different than what the Company currently expects. Refer to Note 4, Revenue, for discussion of the impact of COVID-19 on the Company's air traffic liability, credit shells and refunds.

On March 27, 2020, President Donald Trump signed the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") into law. The CARES Act was a relief package intended to assist many aspects of the American economy, including providing the airline industry with up to $25 billion in grants to be used for employee salaries, wages and benefits and up to $25 billion in secured loans.

On April 20, 2020, the Company entered into a Payroll Support Program ("PSP") Agreement with the United States Department of the Treasury ("Treasury"), pursuant to which the Company received a total of $334.7 million through July 31,

2020, used exclusively to pay for salaries, wages and benefits for the Company’s Team Members through September 30, 2020. Of that amount, $70.4 million is in the form of a low-interest 10-year loan. In addition, in connection with its participation in the PSP, the Company issued to Treasury warrants pursuant to a warrant agreement to purchase up to 500,151 shares of the Company’s common stock at a strike price of $14.08 per share (the closing price for the shares of the Company's common stock on April 9, 2020) with a fair value of $3.7 million. The remaining amount of $260.6 million is in the form of a grant and was recognized in special credits in the Company's condensed consolidated statement of operations.

In September 2020, the Company was notified by the Treasury of additional funds available under the PSP portion of the CARES Act. The Company received an additional installment of $9.7 million from the Treasury of which $2.9 million is in the form of a low-interest 10-year loan. Also, in connection with this additional installment, the Company issued to the Treasury warrants to purchase up to an additional 20,646 shares of the Company's common stock at a strike price of $14.08 per share (the closing price for the shares of the Company's common stock on April 9, 2020) with a fair value of $0.2 million. The remaining amount of $6.6 million is in the form of a grant and was recognized in special credits in the Company's condensed consolidated statement of operations. Pursuant to the warrant agreement with the Treasury, the Company registered the resale of the initial warrants and the 500,151 shares of common stock issuable upon exercise of such warrants on September 30, 2020, and registered the resale of the remaining warrants and shares of common stock issuable upon exercise of such warrants on October 8, 2020. Total warrants issued represent less than 1% of the outstanding shares of the Company's common stock as of September 30, 2020. Refer to Note 13, Debt and Other Obligations, for additional information on the notes issued and Note 14, Equity, for additional information on the warrants.

During the three and nine months ended September 30, 2020, the Company recognized $142.9 million and $266.8 million, respectively, of deferred salaries, wages and benefits within special credits on the Company’s condensed consolidated statements of operations. Refer to Note 6, Special Credits, for additional information.

In connection with the Company’s receipt of funds under the PSP, the Company is and continues to be subject to certain restrictions, including, but not limited to:

•Restrictions on payment of dividends and stock buybacks through September 30, 2021;

•Requirements to maintain certain levels of scheduled service through September 30, 2020;

•A prohibition on involuntary terminations or furloughs of the Company's employees (except for health, disability, cause, or certain disciplinary reasons) through September 30, 2020;

•A prohibition on reducing the salary, wages, or benefits of the Company's employees (other than the Company's executive officers or independent contractors, or as otherwise permitted under the terms of the PSP) through September 30, 2020;

•Limits on certain executive compensation, including limiting pay increases and severance pay or other benefits upon terminations, through March 24, 2022;

•Use of the grant funds exclusively for the continuation of payment of employee wages, salaries and benefits; and

•The Company is subject to additional reporting and recordkeeping requirements relating to the CARES Act funds.

On April 29, 2020, the Company applied for additional funds under the Treasury's loan program under the CARES Act (“Loan Program”). On July 1, 2020, the Company executed a non-binding letter of intent with the Treasury which summarized the principal terms of the financing request submitted by the Company to the Treasury. In September 2020, the Company decided that it would not participate in the Treasury's loan program as it was able to secure other forms of financing described below.

The CARES Act also provides an employee retention credit (“CARES Employee Retention credit”) which is a refundable tax credit against certain employment taxes of up to $5,000 per employee for eligible employers. The credit is equal to 50% of qualified wages paid to employees during a quarter, capped at $10,000 of qualified wages through year end. The Company qualified for the credit beginning on April 1, 2020 and expects to continue to receive additional credits for qualified wages through December 31, 2020. During the three and nine months ended September 30, 2020, the Company recorded $7.8 million and $35.8 million, respectively, related to the CARES Employee Retention credit within special credits on the Company’s condensed consolidated statements of operations and within accounts receivable, net on the Company's condensed consolidated

balance sheet. The Company expects to record an additional approximately $2 million in CARES Employee Retention credits in the remainder of 2020. Refer to Note 6, Special Credits, for additional information.

The CARES Act also provides for certain tax loss carrybacks and a waiver on federal fuel taxes through December 31, 2020. As of September 30, 2020, the Company had recognized $140.8 million in related tax loss carrybacks and $3.4 million in federal fuel tax savings reflected within aircraft fuel in the Company’s statements of operations. The Company expects to recognize an additional $3 million in savings related to the waiver on federal fuel taxes in the remainder of 2020.

Finally, the CARES Act also provides for deferred payment of the employer portion of social security taxes through the end of 2020, with 50% of the deferred amount due December 31, 2021 and the remaining 50% due December 31, 2022. This is expected to provide the Company with approximately $23 million of additional liquidity during the current year. As of September 30, 2020, the Company has deferred $17.6 million in social security tax payments. The deferred amounts are recorded as a liability within deferred gains and other long-term liabilities on the Company’s condensed consolidated balance sheet.

The Company's effective tax rate for the nine months ended September 30, 2020 was 34.7% compared to 22.9% for the nine months ended September 30, 2019. The increase in tax rate, as compared to the prior year period, is primarily due to a $56.1 million discrete federal tax benefit recorded during the nine months ended September 30, 2020 related to the passage of the CARES Act. The CARES Act allows for carryback of net operating losses generated at a 21% tax rate to recover taxes paid at a 35% tax rate. Excluding this discrete tax benefit, the Company's effective tax rate for the nine months ended September 30, 2020 would have been 21.2%. While the Company expects its tax rate to be fairly consistent in the near term, it will tend to vary depending on recurring items such as the amount of income we earn in each state and the state tax rate applicable to such income. Discrete items particular to a given year may also affect our effective tax rates.

Balance Sheet, Cash Flow and Liquidity

Since the onset of the spread of COVID-19 in the U.S. in the first quarter of 2020, the Company has taken several actions to increase liquidity and strengthen its financial position. As a result of these actions, as of September 30, 2020, the Company had unrestricted cash and cash equivalents and short-term investment securities of $2,053.9 million.

In March 2020, the Company entered into a senior secured revolving credit facility (the "2022 revolving credit facility") for an initial commitment amount of $110.0 million, and subsequently, in the second quarter of 2020, increased its commitment amount to $180.0 million. As of September 30, 2020, the Company had fully drawn the available amount of $180.0 million under the 2022 revolving credit facility. The 2022 revolving credit facility matures on March 30, 2022. Refer to Note 13, Debt and Other Obligations, for additional information about the 2022 revolving credit facility.

On May 12, 2020, the Company completed the public offering of $175.0 million aggregate principal amount of 4.75% convertible senior notes due 2025 (the “convertible notes”). The convertible notes will bear interest at the rate of 4.75% per year and will mature on May 15, 2025. Interest on the convertible notes is payable semi-annually in arrears on May 15 and November 15 of each year, beginning on November 15, 2020. The Company received proceeds of $168.3 million, net of total issuance costs of $6.7 million and recorded $95.6 million in long-term debt and finance leases, net of debt issuance costs of $3.8 million on its condensed consolidated balance sheets, related to the debt component of the convertible notes, and $72.7 million in APIC, net of issuance costs of $2.9 million on its condensed consolidated balance sheets, related to the equity component of the convertible notes. Refer to Note 13, Debt and Other Obligations for additional information about the Company’s convertible debt.

Also on May 12, 2020, the Company completed the public offering of 20,125,000 shares of its voting common stock, which includes full exercise of the underwriters’ option to purchase an additional 2,625,000 shares of common stock, at a public offering price of $10.00 per share (the “common stock offering”). The Company received proceeds of $192.4 million, net of issuance costs of $8.9 million. Refer to Note 14, Equity, for further information about the Company’s common stock offering.

In June 2020, the Company entered into an agreement to amend its revolving credit facility entered into in 2018 to finance aircraft pre-delivery payments. The agreement amends the revolving credit facility to extend the final maturity date from December 30, 2020 to March 31, 2021. Upon execution of the amended agreement, the maximum borrowing capacity decreased from $160.0 million to $111.2 million. This facility is secured by the collateral assignment of certain of the Company’s rights under the purchase agreement with Airbus. As of September 30, 2020, collateralized amounts were related to 19 Airbus A320neo aircraft scheduled to be delivered between October 2020 and October 2022. The maximum borrowing

capacity of $95.1 million, as of September 30, 2020, decreased from $111.2 million due to the delivery of an aircraft during the third quarter of 2020 and will continue to decrease as the Company takes delivery of the related aircraft. The amendment provides approximately $54 million in additional liquidity through March 2021. Refer to Note 13, Debt and Other Obligations, for further information.

Also, in June 2020, the Company entered into an agreement to defer certain aircraft deliveries originally scheduled in 2020 and 2021, as well as the related pre-delivery deposit payments. During the nine months ended September 30, 2020, the Company took delivery of 10 aircraft under this agreement and the Company has 2 aircraft scheduled for delivery during the remainder of 2020. In addition, the Company has 16 aircraft scheduled for delivery in 2021. Refer to Note 11, Commitments and Contingencies, for further information about the Company’s future aircraft deliveries.

On July 22, 2020, the Company entered into an equity distribution agreement relating to the issuance and sale from time to time by the Company of up to 9,000,000 shares of the Company's common stock in sales deemed to be "at-the-market offerings" as defined in Rule 415 under the Securities Act of 1933, as amended (the "Securities Act"). As of September 30, 2020, the Company had completed the sale of all 9,000,000 shares under its "at-the-market offering" program ("ATM program") and had received proceeds of $156.7 million, net of $5.0 million in related issuance costs. Refer to Note 14, Equity, for further information.

On September 17, 2020, the Company announced the completion of the private offering by Spirit IP Cayman Ltd., an indirect wholly-owned subsidiary of the Company and Spirit Loyalty Cayman Ltd., an indirect wholly-owned subsidiary of the Company of an aggregate of $850 million principal amount of 8.00% senior secured notes due 2025 (the “8.00% senior secured notes”). The 8.00% senior secured notes are guaranteed by the Company, Spirit Finance Cayman 1 Ltd. (“HoldCo 1”), a direct wholly owned subsidiary of the Company and Spirit Finance Cayman 2 Ltd., a direct subsidiary of HoldCo 1 and indirect wholly owned subsidiary of the Company (“HoldCo 2”). The 8.00% senior secured notes will be secured by, among other things, a first priority lien on the core assets of the Company’s loyalty programs, comprised of cash proceeds from its Free Spirit co-branded credit card programs, its $9 Fare ClubTM program membership fees, and certain intellectual property required or necessary to operate the loyalty programs, as well as the Company’s brand intellectual property. Refer to Note 4, Revenue, for further information on the Company's loyalty programs. The 8.00% senior secured notes will mature on September 20, 2025. The 8.00% senior secured notes bear interest at a rate of 8.00% per annum, payable in quarterly installments on January 20, April 20, July 20 and October 20 of each year, beginning January 20, 2021. In the three months ended September 30, 2020, the Company received proceeds of $823.9 million, net of issuance costs of $17.4 million and original issue discount of $8.7 million, related to this private offering. Refer to Note 13, Debt and Other Obligations, for further information.

In addition, since the onset of the COVID-19 pandemic, the Company has taken additional action, including:

•Reduced planned discretionary non-aircraft capital spend in 2020 by approximately $65 million;

•Deferred $20 million in heavy maintenance events from 2020 to 2021;

•Reduced planned non-fuel operating costs for 2020 by $20 million to $30 million, excluding savings related to reduced capacity;

•Suspended hiring across the Company except to fill essential roles;

•Entered into agreements to defer payments in 2020 related to facility rents and other airport services contracts at certain locations;

•Entered into agreements with lessors to temporarily defer aircraft rent payments;

•Continued to work with service providers to temporarily defer maintenance and service contract payments;

•Continued to work with unionized and non-unionized employees to create voluntary leave programs;

•Continued to pursue additional financing secured by its unencumbered assets.

The Company continues to engage in discussions with the Company's significant stakeholders and vendors regarding financial support or contract adjustments, including extensions of payment terms, during this transition period.

For purposes of assessing its liquidity needs, the Company estimates that demand will continue to improve slightly in the remainder of 2020, but remain well below 2019 levels, and continue to recover into 2021. The Company believes the actions described above address its future liquidity needs, yet anticipates it may implement further discretionary changes and other cost reduction and liquidity preservation and/or enhancement measures, as needed, to address the volatility and quickly changing dynamics of passenger demand and the impact of revenue changes, regulatory and public health directives and prevailing government policy and financial market conditions.