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Treasury Report Under Section 4026(b)(1)(C) of the CARES Act (May 1, 2021)

Summary

A U.S. Department of the Treasury report dated May 1, 2021, under Section 4026(b)(1)(C) of the CARES Act on loans to air carriers, eligible businesses and national security businesses. It reflects 30 outstanding loans and five loans that have been repaid in full. Footnotes record full payment by Ovation Travel Group, Hawaiian Airlines, American Airlines and Sun Country, and by United Airlines on April 20, 2021. A footnote states that it was announced on February 4, 2021 that YRC Worldwide, Inc. had changed its name to Yellow Corporation. The Yellow Corporation loan shows a $700,000,000 loan amount, $681,100,000 in total anticipated disbursements and $687,596,130 outstanding.

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“Treasury Report Under Section 4026(b)(1)(C) of the CARES Act (May 1, 2021).” Original at home.treasury.gov. Archived at Pandemic Darlings, https://pandemicdarlings.com/source-documents/u-s-department-of-the-treasury-4026-b-1-c-loan-report-05-01-2021-37b3f7325a/, SHA-256 b250b4ac341b32987539dc645ec9cb472073ac0e2b524de2ce19954c15210cf1.

Full text

                Report Under Section 4026(b)(1)(C) of the CARES Act on
   Loans to Air Carriers, Eligible Businesses, and National Security Businesses

                                          May 1, 2021

Program Description

Section 4003 of the Coronavirus Aid, Relief and Economic Security Act (CARES Act)
authorizes the Treasury Department to make loans, loan guarantees, and other
investments to provide liquidity to eligible businesses related to losses incurred as a result
of coronavirus.

The CARES Act provides:

   (1) up to $25 billion for loans and loan guarantees for passenger air carriers; eligible
       businesses that are certified under 14 CFR part 145 and approved to perform inspection,
       repair, replace, or overhaul services; and ticket agents (as defined in 49 U.S.C. § 40102);
   (2) up to $4 billion for loans and loan guarantees for cargo air carriers; and
   (3) up to $17 billion for loans and loan guarantees for businesses critical to maintaining
       national security.

A loan or loan guarantee under section 4003 may be made in such form and on such
terms and conditions and contain such covenants, representations, warranties, and
requirements as the Treasury Secretary determines appropriate. However, the CARES
Act specifies a number of requirements applicable to these loans. Among other
requirements under the statute, borrowers must agree to maintain employment levels as
of March 24, 2020 to the extent practicable, and in any case not reduce their employment
levels by more than 10 percent from the levels on such date, until September 30, 2020.
Borrowers must also agree to certain restrictions on employee compensation; agree not
to repurchase stock, except to the extent required under a contractual obligation in effect
as of March 27, 2020; and agree not to pay dividends or make other capital distributions
with respect to the borrower’s common stock until 12 months after the loan has been
repaid.

In addition, the CARES Act requires that Treasury receive a warrant or equity instrument
in the borrower if the borrower is a public company (unless Treasury determines that the
issuance of warrants or equity is infeasible, in which case the company must provide a
senior debt instrument), or a warrant, equity instrument, or senior debt instrument if the
borrower is a private company, to compensate taxpayers.

Reporting Requirements

The CARES Act requires Treasury to make a number of disclosures regarding its loans
and loan guarantees under section 4003 of the CARES Act:

   (1) under section 4026(a) of the CARES Act, not later than 72 hours after any transaction
       under section 4003(b)(1), (2), or (3) of the CARES Act, Treasury must publish on its

                                                                                                     1
       website a description of the transaction, certain transaction terms, and transaction
       documentation;
   (2) under section 4026(b)(1)(A) of the CARES Act, not later than seven days after any loan or
       loan guarantee under section 4003(b)(1), (2), or (3), Treasury must submit to Congress a
       report summarizing the actions taken under those provisions and certain related financial
       information;
   (3) under section 4026(b)(1)(B) of the CARES Act, not later than seven days after delivering
       the report to Congress described above, Treasury must publish the report on its website;
       and
   (4) under section 4026(b)(1)(C) of the CARES Act, every 30 days while a loan or loan
       guarantee under section 4003(b)(1), (2), or (3) is outstanding, Treasury must publish on its
       website a report summarizing its reports to Congress described above.

Treasury has published the information and reports described above on its website at
https://home.treasury.gov/policy-issues/cares/preserving-jobs-for-american-
industry/loans-to-air-carriers-eligible-businesses-and-national-security-businesses.

Current Report

This report summarizes information about transactions under sections 4003(b)(1), (2),
and (3) of the CARES Act. This report reflects 30 outstanding loans and five loans that
have been repaid in full.

(See next page)




                                                                                                  2
DETAILED FINANCIAL STATEMENT


                                                                                                           Total                           Total
                                                                      Date of Loan                                                                     Cash Interest
   Borrower Name           Borrower Type          City        State                    Maturity Date    Anticipated     Disbursements   Outstanding
                                                                       Agreement                                                                         Receipts
                                                                                                       Loan Amount                      Loan Amount


                            Repair Station
 Aero Hydraulics, Inc.                         Fayetteville    GA      10/26/2020       10/24/2025       $450,000         $450,000       $465,686           $0
                              Operator


                                                                        9/28/2020
                            Passenger Air                               (amended
 Alaska Airlines, Inc. 5                         Seattle      WA                        9/26/2025      $1,928,000,000   $135,000,000    $135,000,000        $0
                               Carrier                                10/3/2020 and
                                                                       1/15/2021)


                            Repair Station
 Allflight Corporation                            Kent        WA        11/5/2020       11/5/2025       $4,721,260       $4,721,260      $4,721,260      $102,265
                              Operator


                                                                        9/25/2020
  American Airlines,        Passenger Air                               (amended
                                               Fort Worth      TX                       6/30/2025      $7,500,000,000   $550,000,000        $0         $10,257,500
        Inc.6                  Carrier                                10/21/2020 and
                                                                        1/15/2021)

     American Jet
                            Passenger Air
     International                              Houston        TX       11/5/2020       11/5/2025       $1,162,124       $1,162,124      $1,181,648       $6,300
                               Carrier
      Corporation


       Aviation
                            Repair Station
    Management &                               Fort Pierce     FL       11/5/2020       11/5/2025       $4,026,705       $4,026,705      $4,116,551         $0
                              Operator
     Repairs, Inc.



  Bristin Travel, LLC        Ticket Agent      Fayetteville    AR      10/26/2020       10/24/2025       $549,651         $549,651       $554,773         $9,320



                                                                        11/5/2020
    Caribbean Sun           Passenger Air       Virginia
                                                               FL       (amended        11/5/2025       $6,768,749       $6,768,749      $6,892,757         $0
    Airlines, Inc. 7           Carrier          Gardens
                                                                        12/7/2020)


  Channel Logistics,
                           National Security    Camden         NJ      11/12/2020       11/12/2025      $2,500,000       $2,500,000      $2,500,000      $57,400
       LLC


                                                                                                                                                                       3
                                                                                                     Total                           Total
                                                                Date of Loan                                                                     Cash Interest
 Borrower Name        Borrower Type          City       State                    Maturity Date    Anticipated     Disbursements   Outstanding
                                                                 Agreement                                                                         Receipts
                                                                                                 Loan Amount                      Loan Amount


 Core Avionics &
                      National Security     Tampa        FL       11/5/2020       11/5/2025       $6,000,000       $6,000,000      $6,130,800      $58,133
  Industrial, Inc.



 Eastern Airlines,     Passenger Air
                                            Wayne        PA      10/28/2020       10/28/2025      $15,000,000      $15,000,000    $15,388,658         $0
       LLC                Carrier


                                                                  11/9/2020
                       Passenger Air
Elite Airways, LLC8                        Portland     ME        (amended        11/7/2025       $2,630,274       $2,630,274      $2,681,462         $0
                          Carrier
                                                                  12/1/2020)


                                                                  9/28/2020
 Frontier Airlines,    Passenger Air
                                            Denver      CO        (amended        9/26/2025      $574,000,000     $150,000,000    $150,000,000        $0
       Inc.15             Carrier
                                                                  1/15/2021)

                                                                  9/25/2020
Hawaiian Airlines,     Passenger Air                              (amended
                                           Honolulu      HI                       6/28/2024      $622,000,000      $45,000,000        $0           $450,450
     Inc. 9               Carrier                               10/23/2020 and
                                                                  1/15/2021)


                                             Ft.
Island Wings, Inc.    Cargo Air Carrier                  FL       11/5/2020       11/5/2025        $294,350         $294,350       $300,750           $0
                                          Lauderdale


                                                                  9/29/2020
 JetBlue Airways       Passenger Air      Long Island             (amended
                                                         NY                       9/29/2025      $1,948,000,000   $115,000,000    $115,000,000        $0
  Corporation10           Carrier            City               11/3/2020 and
                                                                 1/15/2021)


 Legacy Airways,
                      Cargo Air Carrier     Conroe       TX      10/20/2020       10/20/2025      $1,817,306       $1,817,306      $1,881,996         $0
      LLC




 Map Large, Inc.      National Security     Atlanta      GA       11/2/2020       10/31/2025      $10,000,000      $10,000,000    $10,324,304         $0




                                                                                                                                                                 4
                                                                                                        Total                         Total
                                                                   Date of Loan                                                                   Cash Interest
 Borrower Name          Borrower Type          City        State                    Maturity Date    Anticipated   Disbursements   Outstanding
                                                                    Agreement                                                                       Receipts
                                                                                                    Loan Amount                    Loan Amount


  Meridian Rapid
                        National Security   Pasadena        CA      10/30/2020       10/30/2025      $7,100,000     $7,100,000      $7,254,780      $79,019
Defense Group, LLC



                         Passenger Air
Mesa Airlines, Inc.11                        Phoenix        AZ      10/30/2020       10/30/2025     $195,000,000   $195,000,000    $197,525,164        $0
                            Carrier



  Ovation Travel
                          Ticket Agent       New York       NY      10/15/2020       10/15/2025     $20,000,000     $20,000,000        $0           $181,881
   Group, Inc.16



oVio Technologies,                           Newport
                        National Security                   CA       11/2/2020       10/31/2025      $1,186,900     $1,186,900      $1,225,392         $0
       Inc.                                   Beach



 Republic Airways,       Passenger Air
                                            Indianapolis    IN       11/6/2020       11/6/2025      $58,000,000     $58,000,000    $58,000,000      $569,447
      Inc.12                Carrier




 Semahtronix LLC        National Security     Flippin       AR      11/13/2020       11/13/2025      $1,999,100     $1,999,100      $2,042,930         $0




 Semantic AI, Inc       National Security   San Diego       CA      11/13/2020       11/13/2025       $506,300       $506,300       $517,881           $0


                                                                     9/29/2020
 SkyWest Airlines,       Passenger Air                               (amended
                                            St George       UT                       9/29/2025      $725,000,000    $60,000,000    $60,000,000         $0
     Inc.13                 Carrier                                10/28/2020 and
                                                                     1/15/2021)


 Southern Airways        Passenger Air       Pompano
                                                            FL      10/28/2020       10/28/2025      $1,838,501     $1,838,501      $1,838,501      $47,360
  Express, LLC              Carrier           Beach




                                                                                                                                                                  5
                                                                                                            Total                           Total
                                                                       Date of Loan                                                                     Cash Interest
   Borrower Name            Borrower Type           City       State                    Maturity Date    Anticipated     Disbursements   Outstanding
                                                                        Agreement                                                                         Receipts
                                                                                                        Loan Amount                      Loan Amount



    SpinLaunch Inc          National Security   Long Beach      CA      11/13/2020       11/13/2025      $2,519,200       $2,519,200      $2,519,200      $55,019




                             Passenger Air
  Sun Country, Inc.18                           Minneapolis    MN       10/26/2020       10/24/2025      $45,000,000      $45,000,000        $0           $77,125
                                Carrier



    Thomas Global            Repair Station
                                                   Irvine       CA       11/9/2020       11/7/2025       $1,400,000       $1,400,000      $1,431,237         $0
    Systems, LLC               Operator



     Timco Engine            Repair Station
                                                  Oscoda        MI       11/5/2020       11/5/2025       $8,390,240       $8,390,240      $8,577,447         $0
      Center, Inc.             Operator

                                                                         9/28/2020
                                                                         (amended
                             Passenger Air
 United Airlines, Inc.14                          Chicago       IL       11/6/2020,      9/26/2025      $7,491,000,000   $520,000,000        $0          $9,517,733
                                Carrier
                                                                       12/8/2020, and
                                                                         1/15/2021)

   Visual Semantics,
                            National Security      Austin       TX      10/30/2020       10/30/2025      $1,053,200       $1,053,200      $1,076,160      $11,722
          Inc.



     Wiser Imagery
                            National Security   Murfreesboro    TN      10/30/2020       10/30/2025      $3,069,700       $3,069,700      $3,171,528         $0
     Services, LLC



                                                 Overland
 Yellow Corporation17       National Security                   KS       7/7/2020        9/30/2024      $700,000,000     $681,100,000    $687,596,130    $5,100,753
                                                  Park



Note: Data are as of the date of this report.

Footnotes


                                                                                                                                                                        6
1. Only certain categories of entities are eligible to receive loans under sections 4003(b)(1), (2), and (3) of the CARES Act. Under those provisions, a borrower must be a passenger air carrier;
    a business that is certified under 14 CFR part 145 and approved to perform inspection, repair, replace, or overhaul services; a ticket agent (as defined in 49 U.S.C. 40102); a cargo air
    carrier; or a business critical to maintaining national security.
2. The location provided is the address included by the borrowers in their applications and may not indicate all locations in which a borrower operates.
3. “Disbursements” includes all loan disbursements.
4. “Total Outstanding Loan Amount” includes all loan disbursements and increases of loan principal amount arising from payment-in-kind (PIK) interest, less any repayments of principal.
5. Alaska Airlines, Inc. entered into a loan agreement for up to $1.301 billion on September 28, 2020, an amendment on October 30, 2020, increasing the maximum loan amount by $627
    million, and an additional amendment on January 15, 2021, extending the termination date for Treasury’s commitment to May 28, 2021.
6. American Airlines, Inc. entered into a loan agreement for up to $5.477 billion on September 25, 2020, an amendment on October 21, 2020, increasing the maximum loan amount by $2.023
    billion, and an additional amendment on January 15, 2021, extending the termination date for Treasury’s commitment to May 28, 2021. American Airlines, Inc. paid in full all outstanding
    principal and interest on March 24, 2021.
7. Caribbean Sun Airlines, Inc. entered into a loan agreement for up to $15 million on November 5, 2020, and an amendment on December 7, 2020, extending the termination date for
    Treasury’s commitment to December 7, 2020, and decreasing the maximum loan amount by $8,231,251.
8. Elite Airways, LLC entered into a loan agreement for up to $2,630,274 on November 9, 2020, and an amendment on December 1, 2020, extending the termination date for Treasury’s
    commitment to December 1, 2020.
9. Hawaiian Airlines entered into a loan agreement for up to $420 million on September 25, 2020, an amendment on October 23, 2020, increasing the maximum loan amount by $202 million,
    and an additional amendment on January 15, 2021, extending the termination date for Treasury’s commitment to May 28, 2021. Hawaiian Airlines, Inc. paid in full all principal and interest on
    February 4, 2021.
10. JetBlue Airways Corporation entered into a loan agreement for up to $1.14 billion on September 29, 2020, an amendment on November 3, 2020, increasing the maximum loan amount by
    $808 million, and an additional amendment on January 15, 2021, extending the termination date for Treasury’s commitment to May 28, 2021.
11. Mesa Airlines, Inc. entered into a loan agreement for up to $200 million on October 30, 2020, and elected to draw $43 million on October 30, 2020, and $152 million on November 13, 2020.
12. Republic Airlines, Inc. entered into a loan agreement for up to $77 million on November 6, 2020, and elected to draw $58 million on December 7, 2020.
13. SkyWest Airlines, Inc. entered into a loan agreement for up to $573 million on September 29, 2020, an amendment on October 28, 2020, increasing the maximum loan amount by $152
    million, and an additional amendment on January 15, 2021, extending the termination date for Treasury’s commitment to May 28, 2021.
14. United Airlines, Inc. entered into a loan agreement for up to $5.17 billion on September 28, 2020, an amendment on November 6, 2020, increasing the maximum loan amount by $2.33
    billion, an amendment on December 8, 2020, reducing the maximum loan amount by $9 million, and an additional amendment on January 15, 2021, extending the termination date for
    Treasury’s commitment to May 28, 2021. United Airlines paid in full all outstanding principal and interest on April 20, 2021.
15. Frontier Airlines, Inc. entered into a loan agreement for up to $574 million on September 28, 2020 and an amendment on January 15, 2021, extending the termination date for Treasury’s
    commitment to May 28, 2021.
16. Ovation Travel Group, Inc. paid in full all outstanding principal and interest on January 21, 2021.
17. It was announced on February 4, 2021 that YRC Worldwide, Inc. had changed its name to Yellow Corporation.
18. Sun Country, Inc. paid in full all outstanding principal and interest on March 24, 2021.




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