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

Summary

A U.S. Department of the Treasury report dated July 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 28 outstanding loans and seven loans that have been repaid in full. Alaska Airlines, Inc. paid in full all outstanding principal and interest on June 3, 2021, and Core Avionics & Industrial, Inc. repaid $800,000 in principal on June 8, 2021. The extended period for certain air carrier borrowers to request additional disbursements expired on May 28, 2021. The Yellow Corporation loan shows $681,100,000 in total anticipated disbursements and $687,782,537 outstanding.

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“Treasury Report Under Section 4026(b)(1)(C) of the CARES Act (July 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-07-01-2021-947cefad4d/, SHA-256 32ef7f3e51dc83930ec8dc461076aa4c96eba776dc62808923548d54298d4948.

Full text

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

                                          July 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 28 outstanding loans and seven loans that
have been repaid in full. The extended period for certain air carrier borrowers to request
additional disbursements expired on May 28, 2021.

(See next page)




                                                                                                  2
DETAILED FINANCIAL STATEMENT


                                                                                                                                             Total
                                                                      Date of Loan                      Total Loan                                      Cash Interest
   Borrower Name          Borrower Type1         City2       State2                    Maturity Date                    Disbursements3    Outstanding
                                                                       Agreement                         Amount                                           Receipts
                                                                                                                                         Loan Amount4


                           Repair Station
 Aero Hydraulics, Inc.                        Fayetteville    GA       10/26/2020       10/24/2025       $450,000          $450,000        $476,016          $0
                             Operator


                                                                        9/28/2020
                           Passenger Air                                (amended
 Alaska Airlines, Inc.5                         Seattle       WA                        9/26/2025      $1,928,000,000    $135,000,000         $0         $2,538,900
                              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      $182,862
                             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      $1,162,124      $45,667
                              Carrier
     Corporation


      Aviation
                           Repair Station
   Management &                               Fort Pierce     FL        11/5/2020       11/5/2025       $4,026,705        $4,026,705      $4,085,433         $0
                             Operator
    Repairs, Inc.



  Bristin Travel, LLC       Ticket Agent      Fayetteville    AR       10/26/2020       10/24/2025       $549,651          $549,651        $564,244        $9,320



                                                                        11/5/2020
   Caribbean Sun           Passenger Air       Virginia
                                                              FL        (amended        11/5/2025       $6,768,749        $6,768,749      $7,010,424         $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      $100,078
       LLC


                                                                                                                                                                        3
                                                                                                                                        Total
                                                                 Date of Loan                      Total Loan                                      Cash Interest
 Borrower Name        Borrower Type1         City2      State2                    Maturity Date                    Disbursements3    Outstanding
                                                                  Agreement                         Amount                                           Receipts
                                                                                                                                    Loan Amount4


 Core Avionics &
                      National Security     Tampa        FL        11/5/2020       11/5/2025       $6,000,000        $6,000,000      $5,331,743      $188,933
 Industrial, Inc.8



 Eastern Airlines,     Passenger Air
                                            Wayne        PA       10/28/2020       10/28/2025      $15,000,000      $15,000,000      $15,651,359        $0
      LLC                 Carrier


                                                                   11/9/2020
                       Passenger Air
Elite Airways, LLC9                        Portland      ME        (amended        11/7/2025       $2,630,274        $2,630,274      $2,727,238         $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.10             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.11               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        $305,884          $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
  Corporation12           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      $1,923,743         $0
      LLC




 Map Large, Inc.      National Security     Atlanta      GA        11/2/2020       10/31/2025      $10,000,000      $10,000,000      $10,553,320        $0




                                                                                                                                                                   4
                                                                                                                                         Total
                                                                    Date of Loan                      Total Loan                                    Cash Interest
 Borrower Name          Borrower Type1         City2       State2                    Maturity Date                  Disbursements3    Outstanding
                                                                     Agreement                         Amount                                         Receipts
                                                                                                                                     Loan Amount4


  Meridian Rapid
                        National Security   Pasadena        CA       10/30/2020       10/30/2025      $7,100,000      $7,100,000      $7,415,707      $79,019
Defense Group, LLC



                         Passenger Air
Mesa Airlines, Inc.13                        Phoenix        AZ       10/30/2020       10/30/2025     $195,000,000    $195,000,000    $199,382,778        $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.14



oVio Technologies,                           Newport
                        National Security                   CA        11/2/2020       10/31/2025      $1,186,900      $1,186,900      $1,252,574         $0
       Inc.                                   Beach



 Republic Airways,       Passenger Air
                                            Indianapolis    IN        11/6/2020       11/6/2025      $58,000,000     $58,000,000      $58,000,000    $1,114,905
      Inc.15                Carrier




 Semahtronix, LLC       National Security     Flippin       AR       11/13/2020       11/13/2025      $1,999,100      $1,999,100      $2,077,805         $0




 Semantic AI, Inc       National Security   San Diego       CA       11/13/2020       11/13/2025      $506,300         $506,300        $526,722          $0


                                                                      9/29/2020
 SkyWest Airlines,       Passenger Air                                (amended
                                            St George       UT                        9/29/2025      $725,000,000    $60,000,000          $0         $1,196,767
     Inc.16                 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      $78,745
  Express, LLC              Carrier           Beach




                                                                                                                                                                    5
                                                                                                                                               Total
                                                                        Date of Loan                      Total Loan                                      Cash Interest
   Borrower Name            Borrower Type1         City2       State2                    Maturity Date                    Disbursements3    Outstanding
                                                                         Agreement                         Amount                                           Receipts
                                                                                                                                           Loan Amount4



    SpinLaunch, Inc        National Security    Long Beach      CA       11/13/2020       11/13/2025      $2,519,200        $2,519,200      $2,519,200      $98,025




                             Passenger Air
  Sun Country, Inc.17                           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      $1,455,670         $0
    Systems, LLC               Operator



     Timco Engine            Repair Station
                                                  Oscoda        MI        11/5/2020       11/5/2025       $8,390,240        $8,390,240      $8,723,874         $0
      Center, Inc.             Operator

                                                                          9/28/2020
                                                                          (amended
    United Airlines,         Passenger Air
                                                  Chicago        IL       11/6/2020,      9/26/2025      $7,491,000,000    $520,000,000         $0         $9,517,733
         Inc.18                 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      $1,100,031      $11,722
          Inc.



    Wiser Imagery
                           National Security    Murfreesboro    TN       10/30/2020       10/30/2025      $3,069,700        $3,069,700      $3,241,880         $0
    Services, LLC



                                                 Overland
 Yellow Corporation19      National Security                    KS        7/7/2020        9/30/2024      $700,000,000      $681,100,000    $687,782,537    $8,008,368
                                                  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. Alaska Airlines, Inc. paid in full all outstanding
    principal and interest on June 3, 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. Core Avionics & Industrial, Inc. repaid $800,000 in principal on June 8, 2021.
9. 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.
10. 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.
11. 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.
12. 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.
13. 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.
14. Ovation Travel Group, Inc. paid in full all outstanding principal and interest on January 21, 2021.
15. 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.
16. 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. SkyWest Airlines, Inc. paid in full all outstanding
    principal and interest on May 10, 2021.
17. Sun Country, Inc. paid in full all outstanding principal and interest on March 24, 2021.
18. 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.
19. It was announced on February 4, 2021 that YRC Worldwide, Inc. had changed its name to Yellow Corporation.




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