Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2019	Nov. 04, 2019
Cover [Abstract]
Document Type	10-Q
Entity Interactive Data Current	Yes
Amendment Flag	false
Document Period End Date	Sep. 30, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q3
Entity Registrant Name	Gogo Inc.
Entity Central Index Key	0001537054
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Title of 12(b) Security	Common stock
Entity Common Stock, Shares Outstanding		88,157,826
Trading Symbol	GOGO
Security Exchange Name	NASDAQ
Entity Address, Country	IL

Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Current assets:
Cash and cash equivalents	$ 217,662	$ 184,155
Short-term investments		39,323
Total cash, cash equivalents and short-term investments	217,662	223,478
Accounts receivable, net of allowances of $3,542 and $500, respectively	102,708	134,308
Inventories	133,413	193,045
Prepaid expenses and other current assets	25,018	34,695
Total current assets	478,801	585,526
Non-current assets:
Property and equipment, net	553,040	511,867
Goodwill and intangible assets, net	80,381	83,491
Operating lease right-of-use assets	84,483
Other non-current assets	83,669	84,212
Total non-current assets	801,573	679,570
Total assets	1,280,374	1,265,096
Current liabilities:
Accounts payable	25,521	23,860
Accrued liabilities	200,753	213,111
Deferred revenue	32,499	38,571
Deferred airborne lease incentives	24,954	24,145
Total current liabilities	283,727	299,687
Non-current liabilities:
Long-term debt	1,096,166	1,024,893
Deferred airborne lease incentives	133,328	129,086
Non-current operating lease liabilities	96,208
Other non-current liabilities	53,774	80,191
Total non-current liabilities	1,379,476	1,234,170
Total liabilities	1,663,203	1,533,857
Commitments and contingencies (Note 12)
Stockholders' deficit
Common stock, par value $0.0001 per share; 500,000,000 shares authorized at September 30, 2019 and December 31, 2018; 88,209,754 and 87,678,812 shares issued at September 30, 2019 and December 31, 2018, respectively; and 88,157,826 and 87,560,694 shares outstanding at September 30, 2019 and December 31, 2018, respectively	9	9
Additional paid-in-capital	975,462	963,458
Accumulated other comprehensive loss	(2,880)	(3,554)
Accumulated deficit	(1,355,420)	(1,228,674)
Total stockholders' deficit	(382,829)	(268,761)
Total liabilities and stockholders' deficit	$ 1,280,374	$ 1,265,096

Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Allowances on accounts receivable	$ 3,542	$ 500
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	88,209,754	87,678,812
Common stock, shares outstanding	88,157,826	87,560,694

Unaudited Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Revenue:
Total revenue	$ 201,182	$ 217,257	$ 614,416	$ 676,540
Operating expenses:
Cost of service revenue (exclusive of items shown below)	73,891	69,476	213,506	218,073
Cost of equipment revenue (exclusive of items shown below)	28,830	53,960	94,132	170,603
Engineering, design and development	28,877	30,018	80,517	88,204
Sales and marketing	12,334	13,963	37,646	45,291
General and administrative	20,740	24,860	70,275	71,152
Depreciation and amortization	29,292	32,590	90,008	100,447
Total operating expenses	193,964	224,867	586,084	693,770
Operating income (loss)	7,218	(7,610)	28,332	(17,230)
Other (income) expense:
Interest income	(987)	(903)	(3,366)	(3,307)
Interest expense	30,740	30,743	99,444	91,938
Loss on extinguishment of debt			57,962
Other (income) expense	143	72	(2,779)	(59)
Total other expense	29,896	29,912	151,261	88,572
Loss before income taxes	(22,678)	(37,522)	(122,929)	(105,802)
Income tax provision (benefit)	213	195	724	(3,459)
Net loss	$ (22,891)	$ (37,717)	$ (123,653)	$ (102,343)
Net loss attributable to common stock per share—basic and diluted	$ (0.28)	$ (0.47)	$ (1.54)	$ (1.28)
Weighted average number of shares—basic and diluted	80,908	80,196	80,370	79,948
Service [Member]
Revenue:
Total revenue	$ 158,399	$ 160,376	$ 497,142	$ 470,110
Product [Member]
Revenue:
Total revenue	$ 42,783	$ 56,881	$ 117,274	$ 206,430

Unaudited Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Statement of Comprehensive Income [Abstract]
Net loss	$ (22,891)	$ (37,717)	$ (123,653)	$ (102,343)
Currency translation adjustments, net of tax	(663)	378	674	(1,835)
Comprehensive loss	$ (23,554)	$ (37,339)	$ (122,979)	$ (104,178)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Operating activities:
Net loss	$ (123,653)	$ (102,343)
Adjustments to reconcile net loss to cash used in operating activities:
Depreciation and amortization	90,008	100,447
Loss on asset disposals, abandonments and write-downs	8,246	8,103
Gain on transition to airline-directed model		(21,551)
Deferred income taxes	133	(3,866)
Stock-based compensation expense	12,711	12,531
Amortization of deferred financing costs	3,901	3,143
Accretion and amortization of debt discount and premium	11,490	14,000
Loss on extinguishment of debt	57,962
Changes in operating assets and liabilities:
Accounts receivable	28,496	(28,501)
Inventories	12,823	(37,451)
Prepaid expenses and other current assets	9,752	(1,141)
Contract assets	(18,982)	(21,557)
Accounts payable	993	5,568
Accrued liabilities	(11,292)	13,211
Deferred airborne lease incentives	(1,729)	(4,040)
Deferred revenue	(1,412)	(2,216)
Accrued interest	(1,993)	(24,955)
Warranty reserves	2,289	5,888
Other non-current assets and liabilities	(4,404)	(7,166)
Net cash provided by (used in) operating activities	75,339	(91,896)
Investing activities:
Purchases of property and equipment	(65,516)	(107,096)
Acquisition of intangible assets—capitalized software	(12,712)	(17,316)
Purchases of short-term investments		(39,323)
Redemptions of short-term investments	39,323	163,540
Other, net	2,504
Net cash used in investing activities	(36,401)	(195)
Financing activities:
Proceeds from issuance of senior secured notes	920,683
Redemption of senior secured notes	(741,360)
Repurchase of convertible notes	(159,502)
Payment of debt issuance costs	(23,433)
Payments on financing leases	(552)	(1,626)
Stock-based compensation activity	88	81
Net cash used in financing activities	(4,076)	(1,545)
Effect of exchange rate changes on cash	(357)	(530)
Increase (decrease) in cash, cash equivalents and restricted cash	34,505	(94,166)
Cash, cash equivalents and restricted cash at beginning of period	191,116	203,729
Cash, cash equivalents and restricted cash at end of period	225,621	109,563
Cash, cash equivalents and restricted cash at end of period	225,621	109,563
Less: current restricted cash	535	1,773
Less: non-current restricted cash	7,424	5,126
Cash and cash equivalents at end of period	217,662	102,664
Supplemental Cash Flow Information:
Cash paid for interest	86,477	99,823
Cash paid for taxes	456	390
Noncash Investing and Financing Activities:
Purchases of property and equipment in current liabilities	15,363	14,739
Purchases of property and equipment paid by commercial airlines	$ 13,653	$ 5,920

Unaudited Condensed Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) $ in Thousands	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Other Comprehensive Loss [Member]	Accumulated Deficit [Member]
Beginning Balance at Dec. 31, 2017	$ (191,564)	$ 9	$ 898,729	$ (933)	$ (1,089,369)
Beginning Balance, Shares at Dec. 31, 2017		86,843,928
Net loss	(102,343)				(102,343)
Currency translation adjustments, net of tax	(1,835)			(1,835)
Stock-based compensation expense	12,531		12,531
Issuance of common stock upon exercise of stock options	21		21
Issuance of common stock upon exercise of stock options, Shares		2,500
Issuance of common stock upon vesting of restricted stock units and restricted stock awards, Shares		380,242
Tax withholding related to vesting of restricted stock units	(1,154)		(1,154)
Issuance of common stock in connection with employee stock purchase plan	1,214		1,214
Issuance of common stock in connection with employee stock purchase plan, Shares		231,761
Impact of the adoption of ASC 842	21,849				21,849
Ending Balance at Sep. 30, 2018	(261,281)	$ 9	911,341	(2,768)	(1,169,863)
Ending Balance, Shares at Sep. 30, 2018		87,458,431
Beginning Balance at Jun. 30, 2018	(228,212)	$ 9	907,071	(3,146)	(1,132,146)
Beginning Balance, Shares at Jun. 30, 2018		87,351,300
Net loss	(37,717)				(37,717)
Currency translation adjustments, net of tax	378			378
Stock-based compensation expense	3,932		3,932
Issuance of common stock upon vesting of restricted stock units and restricted stock awards, Shares		16,370
Tax withholding related to vesting of restricted stock units	(27)		(27)
Issuance of common stock in connection with employee stock purchase plan	365		365
Issuance of common stock in connection with employee stock purchase plan, Shares		90,761
Ending Balance at Sep. 30, 2018	(261,281)	$ 9	911,341	(2,768)	(1,169,863)
Ending Balance, Shares at Sep. 30, 2018		87,458,431
Beginning Balance at Dec. 31, 2018	(268,761)	$ 9	963,458	(3,554)	(1,228,674)
Beginning Balance, Shares at Dec. 31, 2018		87,560,694
Net loss	(123,653)				(123,653)
Currency translation adjustments, net of tax	674			674
Stock-based compensation expense	$ 12,711		12,711
Issuance of common stock upon exercise of stock options, Shares	478,147
Issuance of common stock upon vesting of restricted stock units and restricted stock awards
Issuance of common stock upon vesting of restricted stock units and restricted stock awards, Shares		359,005
Tax withholding related to vesting of restricted stock units	(834)		(834)
Issuance of common stock in connection with employee stock purchase plan	922		922
Issuance of common stock in connection with employee stock purchase plan, Shares		238,127
Repurchase of 2020 Convertible Notes	(795)		(795)
Impact of the adoption of ASC 842	(3,093)				(3,093)
Ending Balance at Sep. 30, 2019	(382,829)	$ 9	975,462	(2,880)	(1,355,420)
Ending Balance, Shares at Sep. 30, 2019		88,157,826
Beginning Balance at Jun. 30, 2019	(363,607)	$ 9	971,130	(2,217)	(1,332,529)
Beginning Balance, Shares at Jun. 30, 2019		88,062,965
Net loss	(22,891)				(22,891)
Currency translation adjustments, net of tax	(663)			(663)
Stock-based compensation expense	4,066		4,066
Issuance of common stock upon vesting of restricted stock units and restricted stock awards, Shares		13,892
Tax withholding related to vesting of restricted stock units	(27)		(27)
Issuance of common stock in connection with employee stock purchase plan	293		293
Issuance of common stock in connection with employee stock purchase plan, Shares		80,969
Ending Balance at Sep. 30, 2019	$ (382,829)	$ 9	$ 975,462	$ (2,880)	$ (1,355,420)
Ending Balance, Shares at Sep. 30, 2019		88,157,826

Basis of Presentation

9 Months Ended

Sep. 30, 2019

Accounting Policies [Abstract]

Basis of Presentation

1.	Basis of Presentation

The Business

Gogo (“we,” “us,” “our”) is the global leader in providing broadband connectivity solutions and wireless

in-flight

entertainment to the aviation industry. We operate through the following three segments: Commercial Aviation North America, or

“CA-NA,”

Commercial Aviation Rest of World, or

“CA-ROW,”

and Business Aviation, or “BA.” Services provided by our

CA-NA

and

CA-ROW

businesses include Passenger Connectivity, which allows passengers to connect to the Internet from their personal

Wi-Fi-enabled

devices; Passenger Entertainment, which offers passengers the opportunity to enjoy a broad selection of

in-flight

entertainment options on their personal

Wi-Fi

enabled devices; and Connected Aircraft Services (“CAS”), which offers airlines connectivity for various operations and currently include, among other services, real-time credit card transaction processing, electronic flight bags and real-time weather information. Services are provided by

CA-NA

on commercial aircraft flying routes that generally begin and end within North America, which for this purpose includes the United States, Canada and Mexico.

CA-ROW

provides service on commercial aircraft operated by foreign-based commercial airlines and flights outside of North America for North American-based commercial airlines. The routes included in our

CA-ROW

segment are those that begin and/or end outside of North America (as defined above) on which our international service is provided. BA provides

in-flight

Internet connectivity and other voice and data communications products and services and sells equipment for

in-flight

telecommunications to the business aviation market. BA services include Gogo Biz, our

in-flight

broadband service, Passenger Entertainment, our

in-flight

entertainment service, and satellite-based voice and data services through our strategic alliances with satellite companies.

Basis of Presentation—

The accompanying unaudited condensed consolidated financial statements and notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in conformity with Article 10 of Regulation

S-X

promulgated under the Securities Act of 1933, as amended (the “Securities Act”). Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements and should be read in conjunction with our annual audited consolidated financial statements and the notes thereto included in our Annual Report on Form

10-K

for the year ended December 31, 2018 as filed with the Securities and Exchange Commission (“SEC”) on February 21, 2019 (the “2018

10-K”).

These unaudited condensed consolidated financial statements reflect, in the opinion of management, all material adjustments (which include normal recurring adjustments) necessary to fairly state, in all material respects, our financial position, results of operations and cash flows for the periods presented.

The results of operations and cash flows for the three and nine month periods ended September 30, 2019 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2019.

We have one class of common stock outstanding as of September 30, 2019 and December 31, 2018.

Reclassifications

– To conform with the current year presentation, $652 thousand of the current portion of financing lease liabilities has been combined with accrued liabilities within our unaudited condensed consolidated balance sheet as of December 31, 2018.

Transition of airline models

—The accounting treatment for one of our airline agreements transitioned from our turnkey model to our airline-directed model in January 2018 due to specific provisions elected by the airline that resulted in the transfer of control of the previously installed connectivity equipment. Upon transition to the airline-directed model, the net book value of all previously delivered equipment classified within property and equipment was reclassified to cost of equipment revenue. Additionally, the unamortized proceeds previously received for equipment and classified within current and

non-current

deferred airborne lease incentives were eliminated and included as part of estimated contract value, which was then allocated amongst the various performance obligations under the agreement. The value allocated to previously delivered equipment was immediately recognized as equipment revenue in our unaudited condensed consolidated financial statements; refer to Note 3, “Revenue Recognition,” for additional disclosures relating to the allocation of consideration among identified performance obligations. For amounts recognized in equipment revenue that were in excess of the amounts billed, we recorded current and

non-current

contract assets included within prepaid expenses and other current assets and other

non-current

assets, respectively; refer to Note 3, “Revenue Recognition,” for additional details. In connection with the transition of this airline agreement to the airline-directed model, we also established

warranty reserves related to previously sold equipment that are still under a warranty period, which is included within accrued liabilities. See Note 8, “Warranties,” for additional information. This transition from the turnkey model to the airline-directed model occurred on January

2018

and

the total financial statement effect on our unaudited condensed consolidated balance sheet and unaudited condensed consolidated statement of operations was as follows (

in thousands


	Increase (decrease)
Unaudited condensed consolidated balance sheet
Prepaid expense and other current assets	$	6,603
Property and equipment, net		(32,716	)
Other non-current assets		18,783
Accrued liabilities		2,000
Current deferred airborne lease incentive		(13,592	)
Non-current deferred airborne lease incentive		(17,289	)
Unaudited condensed consolidated statement of operations
Equipment revenue		45,396
Cost of equipment revenue		23,845

As of January 1, 2019, one airline transitioned from the airline-directed model to the turnkey model. This transition did not have a material impact to our unaudited condensed consolidated statements of operations. However, as a result of such transition, $46.8 million of Inventory was reclassified to Property and equipment, net as of January 1, 2019. See Note 2, “Summary of Significant Accounting Policies

—

Inventories,” in our 2018

10-K

for information regarding the allocation of airborne equipment between Inventories and Property and equipment, net. In September 2019, an additional airline transitioned from the airline-directed model to the turnkey model. This transition did not have a material impact to our unaudited condensed consolidated statements of operations and resulted in the reclassification of amounts primarily between other

non-current

assets and operating lease

right-of-use

assets within our unaudited condensed consolidated balance sheet.

Use of Estimates

—

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates the significant estimates and bases such estimates on historical experience and on various other assumptions believed to be reasonable under the circumstances. However, actual results could differ materially from those estimates.

Recent Accounting Pronouncements

9 Months Ended

Sep. 30, 2019

Accounting Changes and Error Corrections [Abstract]

Recent Accounting Pronouncements

2.	Recent Accounting Pronouncements

Accounting standards adopted:

On January 1, 2019, we adopted Accounting Standards Codification Topic 842,

Leases

(“ASC 842”) using the cumulative effect method. As a result, we recognized the cumulative effect of initially applying ASC 842 as an adjustment to the opening balance of retained earnings as of January 1, 2019. Our historical financial statements have not been restated and continue to be reported under the lease accounting standard in effect for those periods.

We elected the practical expedients regarding use of hindsight to evaluate lease terms as well as maintaining lease classifications established under the prior lease accounting standard. Through this practical expedient, we did not reevaluate contracts to determine if they contained a lease. We did not elect the practical expedients regarding short-term leases or the separation of lease and

non-lease

components.

Adoption of ASC 842 had a material impact on our consolidated balance sheet through recognition of

right-of-use

(“ROU”) assets and operating lease liabilities. Adoption did not have a material impact on our consolidated statements of operations or our consolidated statements of cash flows and did not result in the recognition of incremental financing leases, formerly referred to as capital leases.

The discount rate used to calculate the adjustment to the opening balance was our incremental borrowing rate as of the adoption date, January 1, 2019. The cumulative effect of the adoption of ASC 842 to our unaudited condensed consolidated balance sheet as of January 1, 2019 was as follows (

in thousands)


	Balance at December 31, 2018			Impact of ASC 842			Balances with Adoption of ASC 842
Assets
Operating lease right-of-use assets	$	—		$	72,188		$	72,188
Liabilities
Accrued liabilities		213,111			9,019			222,130
Non-current operating lease liabilities		—			102,440			102,440
Other non-current liabilities		80,191			(36,178	)		44,013
Equity
Accumulated deficit		(1,228,674	)		(3,093	)		(1,231,767	)

See Note 11, “Leases,” for additional information.

On January 1, 2019, we adopted ASU

2018-02,

Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income

(“ASU

2018-02”),

which permits entities to reclassify tax effects stranded in accumulated other comprehensive income as a result of tax reform to retained earnings. Adoption of this standard did not have a material impact on our consolidated financial statements.

On January 1, 2019, we adopted ASU

2018-07,

Improvements to Nonemployee Share-Based Payment Accounting

(“ASU

2018-07”),

which expands the scope of ASC 718,

Compensation – Stock Compensation

, to include share-based payment transactions for acquiring goods or services from nonemployees. Adoption of this standard did not have a material impact on our consolidated financial statements.

Revenue Recognition

9 Months Ended

Sep. 30, 2019

Revenue from Contract with Customer [Abstract]

Revenue Recognition

3.	Revenue Recognition

Arrangements with commercial airlines

For

CA-NA

and

CA-ROW,

pursuant to contractual agreements with our airline partners, we place our equipment on commercial aircraft operated by the airlines in order to deliver our service to passengers on the aircraft. We currently have two types of commercial airline arrangements: turnkey and airline-directed. Under the airline-directed model, we have transferred control of the equipment to the airline and therefore the airline is our customer in these transactions. Under the turnkey model, we have not transferred control of our equipment to our airline partner and, as a result, the airline passenger is deemed to be our customer. Transactions with our airline partners under the turnkey model are accounted for as an operating lease of space on an aircraft. See Note 11, “Leases,” for additional information on the turnkey model.

Remaining performance obligations

As of September 30, 2019, the aggregate amount of the transaction price in our contracts allocated to the remaining unsatisfied performance obligations is approximately $551 million, most of which relates to our commercial aviation contracts. Approximately $79 million represents future equipment revenue that is expected to be recognized within the next one to three years. The remaining $472 million primarily represents connectivity and entertainment service revenues which are recognized as services are provided, which is expected to occur through the remaining term of the contract (approximately

5-10

years). We have excluded from this amount: all variable consideration derived from our connectivity or entertainment services that is allocated entirely to our performance of obligations related to such services; consideration from contracts that have an original duration of one year or less; revenue from passenger service on airlines operating under the turnkey model; and revenue from contracts that have been executed but under which have not yet met the accounting definition of a contract since the airline has not yet determined which products in our portfolio it wishes to select, and, as a result we are unable to determine which products and services will be transferred to the customer.

Disaggregation of revenue

The following table presents our revenue disaggregated by category

(in thousands)


	For the Three Months Ended
	September 30, 2019
	CA-NA		CA-ROW		BA		Total
Service revenue
Connectivity	$	73,222	$	21,580	$	54,698	$	149,500
Entertainment, CAS and other		7,248		1,000		651		8,899

Total service revenue	$	80,470	$	22,580	$	55,349	$	158,399

Equipment revenue
ATG	$	2,247	$	—	$	20,099	$	22,346
Satellite		1,178		13,127		5,292		19,597
Other		240		—		600		840

Total equipment revenue	$	3,665	$	13,127	$	25,991	$	42,783

Customer type
Airline passenger and aircraft owner/operator	$	45,744	$	7,204	$	55,349	$	108,297
Airline, OEM and aftermarket dealer		28,258		26,400		25,991		80,649
Third party		10,133		2,103		—		12,236

Total revenue	$	84,135	$	35,707	$	81,340	$	201,182


	For the Three Months Ended
	September 30, 2018
	CA-NA		CA-ROW		BA		Total
Service revenue
Connectivity	$	85,930	$	17,168	$	48,926	$	152,024
Entertainment, CAS and other		7,513		478		361		8,352

Total service revenue	$	93,443	$	17,646	$	49,287	$	160,376

Equipment revenue
ATG	$	2,518	$	—	$	20,158	$	22,676
Satellite		12,509		17,551		4,022		34,082
Other		—		—		123		123

Total equipment revenue	$	15,027	$	17,551	$	24,303	$	56,881

Customer type
Airline passenger and aircraft owner/operator	$	53,873	$	6,086	$	49,287	$	109,246
Airline, OEM and aftermarket dealer		39,336		27,146		24,303		90,785
Third party		15,261		1,965		—		17,226

Total revenue	$	108,470	$	35,197	$	73,590	$	217,257


	For the Nine Months Ended
	September 30, 2019
	CA-NA		CA-ROW		BA		Total
Service revenue
Connectivity	$	243,273	$	62,090	$	161,559	$	466,922
Entertainment, CAS and other		25,626		2,835		1,759		30,220

Total service revenue	$	268,899	$	64,925	$	163,318	$	497,142

Equipment revenue
ATG	$	10,755	$	—	$	43,778	$	54,533
Satellite		5,137		40,430		14,336		59,903
Other		1,140		—		1,698		2,838

Total equipment revenue	$	17,032	$	40,430	$	59,812	$	117,274

Customer type
Airline passenger and aircraft owner/operator	$	155,993	$	19,822	$	163,318	$	339,133
Airline, OEM and aftermarket dealer		96,054		79,571		59,812		235,437
Third party		33,884		5,962		—		39,846

Total revenue	$	285,931	$	105,355	$	223,130	$	614,416


	For the Nine Months Ended
	September 30, 2018
	CA-NA		CA-ROW		BA		Total
Service revenue
Connectivity	$	256,803	$	45,365	$	144,149	$	446,317
Entertainment, CAS and other		21,169		1,711		913		23,793

Total service revenue	$	277,972	$	47,076	$	145,062	$	470,110

Equipment revenue
ATG (1)	$	49,534	$	—	$	56,076	$	105,610
Satellite (1)		44,435		40,935		12,741		98,111
Other		—		—		2,709		2,709

Total equipment revenue	$	93,969	$	40,935	$	71,526	$	206,430

Customer type
Airline passenger and aircraft owner/operator	$	161,515	$	15,912	$	145,062	$	322,489
Airline, OEM and aftermarket dealer (2)		165,903		66,151		71,526		303,580
Third party		44,523		5,948		—		50,471

Total revenue	$	371,941	$	88,011	$	216,588	$	676,540

ATG and satellite equipment revenue for the

CA-NA

segment includes the $45.4 million related to the accounting impact of the transition of one of our airline partners to the airline-directed model. Approximately $43.4 million was included in ATG equipment revenue and approximately $2.0 million was included in satellite equipment revenue.

2)	Airline, OEM and aftermarket dealer revenue includes all equipment revenue for our three segments, including the $45.4 million accounting impact of the transition of one of our airline partners to the airline-directed model.

Contract balances

Our current and

non-current

deferred revenue balances totaled $62.7 million and $60.1 million as of September 30, 2019 and December 31, 2018, respectively. Deferred revenue includes, among other things, equipment, multi-pack and subscription connectivity products, sponsorship activities and airline-directed connectivity and entertainment.

Our current and

non-current

contract asset balances totaled $61.3 million and $59.9 million as of September 30, 2019 and December 31, 2018, respectively. Contract assets represent the aggregate amount of revenue recognized in excess of billings for our airline-directed contracts.

Capitalized STC balances for our airline-directed contracts were $17.6 million and $16.5 million as of September 30, 2019 and December 31, 2018, respectively. The capitalized STC costs are amortized over the life of the associated airline-directed contracts as part of our engineering, design and development costs in our unaudited condensed consolidated statements of operations. Total amortization expense was $1.3 million and $1.9 million, respectively, for the three and nine month periods ended September 30, 2019, and $0.3 million and $0.7 million for the respective prior-year periods.

Net Loss Per Share

9 Months Ended

Sep. 30, 2019

Earnings Per Share [Abstract]

Net Loss Per Share

4.	Net Loss Per Share

Basic and diluted net loss per share have been calculated using the weighted average number of common shares outstanding for the period.

The shares of common stock effectively repurchased in connection with the Forward Transactions (as defined and described in Note 9, “Long-Term Debt and Other Liabilities”) are considered participating securities requiring the

two-class

method to calculate basic and diluted earnings per share. Net earnings in future periods will be allocated between common shares and participating securities. In periods of a net loss, the shares associated with the Forward Transactions will not receive an allocation of losses, as the counterparties to the Forward Transactions are not required to fund losses. Accordingly, the calculation of weighted average shares outstanding as of September 30, 2019 and 2018 excludes approximately 7.2 million shares that will be repurchased as a result of the Forward Transactions.

As a result of the net loss for the three and nine month periods ended September 30, 2019 and 2018, all of the outstanding shares of common stock underlying stock options, deferred stock units and restricted stock units were excluded from the computation of diluted shares outstanding because they were anti-dilutive.

The following table sets forth the computation of basic and diluted earnings per share for the three and nine month periods ended September 30, 2019 and 2018; however, because of the undistributed losses, the shares of common stock associated with the Forward Transactions are excluded from the computation of basic earnings per share in 2019 and 2018 as undistributed losses are not allocated to these shares (

in thousands, except per share amounts


	For the Three Months						For the Nine Months
	Ended September 30,						Ended September 30,
	2019			2018			2019			2018
Net loss	$	(22,891	)	$	(37,717	)	$	(123,653	)	$	(102,343	)
Less: Participation rights of the Forward Transactions		—			—			—			—

Undistributed losses	$	(22,891	)	$	(37,717	)	$	(123,653	)	$	(102,343	)

Weighted-average common shares outstanding-basic and diluted		80,908			80,196			80,370			79,948

Net loss attributable to common stock per share-basic and diluted	$	(0.28	)	$	(0.47	)	$	(1.54	)	$	(1.28	)

Composition of Certain Balance Sheet Accounts

9 Months Ended

Sep. 30, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Composition of Certain Balance Sheet Accounts

6.	Composition of Certain Balance Sheet Accounts

Prepaid expenses and other current assets as of September 30, 2019 and December 31, 2018 were as follows (

in thousands


	September 30,		December 31,
	2019		2018
Contract assets	$	11,518	$	10,423
Prepaid satellite services		1,026		7,755
Restricted cash		535		1,535
Other		11,939		14,982

Total prepaid expenses and other current assets	$	25,018	$	34,695

Property and equipment as of September 30, 2019 and December 31, 2018 were as follows (

in thousands


	September 30,			December 31,
	2019			2018
Office equipment, furniture, fixtures and other	$	54,833		$	52,320
Leasehold improvements		44,832			44,838
Airborne equipment (1)		737,999			642,151
Network equipment		209,501			205,463

		1,047,165			944,772
Accumulated depreciation		(494,125	)		(432,905	)

Total property and equipment, net	$	553,040		$	511,867

(1)	The change between September 30, 2019 and December 31, 2018 includes the $46.8 million accounting impact of one of our airline partner agreements transitioning to the turnkey model in January 2019 (see Note 1, “Basis of Presentation,” for additional information).

Other

non-current

assets as of September 30, 2019 and December 31, 2018 were as follows (

in thousands


	September 30,		December 31,
	2019		2018
Contract assets	$	49,796	$	49,517
Deferred STC costs		17,618		16,453
Restricted cash		7,424		5,426
Other		8,831		12,816

Total other non-current assets	$	83,669	$	84,212

Accrued liabilities as of September 30, 2019 and December 31, 2018 were as follows (

in thousands


	September 30,		December 31,
	2019		2018
Airline related accrued liabilities	$	44,123	$	53,527
Accrued interest		44,701		46,694
Employee compensation and benefits		25,330		19,463
Airborne equipment and installation costs		12,851		25,119
Accrued satellite network costs		16,585		19,557
Warranty reserve		11,579		12,291
Operating leases (1)		11,917		—
Other		33,667		36,460

Total accrued liabilities	$	200,753	$	213,111

(1)	The change between September 30, 2019 and December 31, 2018 is due to the adoption of ASC 842. See Note 2, “Recent Accounting Pronouncements,” for additional information.

Other

non-current

liabilities as of September 30, 2019 and December 31, 2018 were as follows (

in thousands


	September 30,		December 31,
	2019		2018
Deferred revenue	$	30,154	$	21,482
Deferred rent (1)		—		35,897
Asset retirement obligations		11,243		9,696
Deferred tax liabilities		2,295		2,162
Other		10,082		10,954

Total other non-current liabilities	$	53,774	$	80,191

(1)	The change between September 30, 2019 and December 31, 2018 is due to the adoption of ASC 842. See Note 2, “Recent Accounting Pronouncements,” for additional information.

Intangible Assets

9 Months Ended

Sep. 30, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

7.	Intangible Assets

Our intangible assets are comprised of both indefinite-lived and finite-lived intangible assets. Intangible assets with indefinite lives and goodwill are not amortized; rather, they are reviewed for impairment at least annually or whenever events or circumstances indicate the carrying value of the asset may not be recoverable. We perform our annual impairment tests of our indefinite-lived intangible assets and goodwill during the fourth quarter of each fiscal year. We also reevaluate the useful life of indefinite-lived intangible assets each reporting period to determine whether events and circumstances continue to support an indefinite useful life. The results of our annual indefinite-lived intangible assets and goodwill impairment assessments in the fourth quarter of 2018 indicated no impairment.

As of both September 30, 2019 and December 31, 2018, our goodwill balance, all of which related to our BA segment, was $0.6 million.

Our intangible assets, other than goodwill, as of September 30, 2019 and December 31, 2018 were as follows (

in thousands, except for weighted average remaining useful life


	Weighted
	Average		As of September 30, 2019							As of December 31, 2018
	Remaining		Gross					Net		Gross					Net
	Useful Life		Carrying		Accumulated			Carrying		Carrying		Accumulated			Carrying
	(in years)		Amount		Amortization			Amount		Amount		Amortization			Amount
Amortized intangible assets:
Software		2.7	$	176,539	$	(131,144	)	$	45,395	$	164,580	$	(116,873	)	$	47,707
Service customer relationship		0.5		8,081		(7,566	)		515		8,081		(6,804	)		1,277
Other intangible assets		7.8		3,000		(1,432	)		1,568		3,000		(1,396	)		1,604
OEM and dealer relationships				6,724		(6,724	)		—		6,724		(6,724	)		—

Total amortized intangible assets				194,344		(146,866	)		47,478		182,385		(131,797	)		50,588
Unamortized intangible assets:
FCC Licenses				32,283		—			32,283		32,283		—			32,283

Total intangible assets			$	226,627	$	(146,866	)	$	79,761	$	214,668	$	(131,797	)	$	82,871

Amortization expense was $4.6 million and $15.1 million, respectively, for the three and nine month periods ended September 30, 2019 and $4.9 million and $16.5 million, respectively, for the prior-year periods.

Amortization expense for each of the next five years and thereafter is estimated to be as follows (

in thousands


	Amortization
Years ending December 31,	Expense
2019 (period from October 1 to December 31)	$	5,151
2020	$	18,394
2021	$	13,573
2022	$	8,068
2023	$	1,310
Thereafter	$	982

Actual future amortization expense could differ from the estimated amount as a result of future investments and other factors.

Long-Term Debt and Other Liabilities

9 Months Ended

Sep. 30, 2019

Debt Disclosure [Abstract]

Long-Term Debt and Other Liabilities

9.	Long-Term Debt and Other Liabilities

Long-term debt as of September 30, 2019 and December 31, 2018 was as follows (

in thousands


	September 30,			December 31,
	2019			2018
2024 Senior Secured Notes	$	920,965		$	—
2022 Senior Secured Notes		—			702,670
2022 Convertible Notes		198,818			190,083
2020 Convertible Notes		2,498			149,195

Total debt		1,122,281			1,041,948
Less deferred financing costs		(26,115	)		(17,055	)

Total long-term debt	$	1,096,166		$	1,024,893

2024 Senior Secured Notes

On April 25, 2019 (the “Issue Date”), Gogo Intermediate Holdings LLC (“GIH”) (a wholly owned subsidiary of Gogo Inc.) and Gogo Finance Co. Inc. (a wholly owned subsidiary of GIH) (“Gogo Finance” and, together with GIH, the “Issuers”) issued $905 million aggregate principal amount of 9.875% senior secured notes due 2024 (the “Initial Notes”) under an indenture (the “Base Indenture”), dated as of April 25, 2019, among the Issuers, us, as guarantor, certain subsidiaries of GIH, as guarantors (the “2024 Subsidiary Guarantors” and, together with us, the “2024 Guarantors”), and U.S. Bank National Association, as trustee (the “Trustee”) and collateral agent (the “Collateral Agent”). On May 3, 2019, the Issuers, the 2024 Guarantors and the Trustee entered into the first supplemental indenture (the “First Supplemental Indenture” and, together with the Base Indenture, the “2024 Indenture”) to increase the amount of indebtedness that may be incurred under Credit Facilities (as defined in the 2024 Indenture) by GIH or its subsidiaries that are 2024 Guarantors by $20 million in aggregate principal amount. On May 7, 2019, the Issuers issued an additional $20 million aggregate principal amount of 9.875% senior secured notes due 2024 (the “Additional Notes”). We refer to the Initial Notes and the Additional Notes collectively as the “2024 Senior Secured Notes”. The Initial Notes were issued at a price equal to 99.512% of their face value, and the Additional Notes were issued at a price equal to 100.5% of their face value, resulting in aggregate gross proceeds of $920.7 million. Additionally, we received approximately $0.1 million for interest that accrued from April 25, 2019 through May 7, 2019 with respect to the Additional Notes that was included in our interest payment

n November

1, 2019

. The 2024 Senior Secured Notes are guaranteed on a senior secured basis by Gogo Inc. and all of GIH’s existing and future restricted subsidiaries (other than Gogo Finance), subject to certain exceptions. The 2024 Senior Secured Notes and the related guarantees are secured by second-priority liens on the ABL Priority Collateral (as defined below) and by first-priority liens on

the Cash Flow Priority Collateral (as defined below),

including pledged equity interests of the Issuers and all of GIH’s existing and future restricted subsidiaries guaranteeing the 2024 Senior Secured Notes, except for certain excluded assets and subject to permitted liens.

As of September 30, 2019, the outstanding principal amount of the 2024 Senior Secured Notes was $925 million, the unaccreted debt discount was $4.0 million and the net carrying amount was $921.0 million.

We used a portion of the net proceeds from the issuance of the 2024 Senior Secured Notes to fund the redemption of all the outstanding 2022 Senior Secured Notes (as defined below) and to repurchase $159 million aggregate principal amount of the 2020 Convertible Notes (as defined below). We intend to use the remaining net proceeds for general corporate purposes.

The 2024 Senior Secured Notes will mature on

May 1, 2024

. The 2024 Senior Secured Notes bear interest at a rate of 9.875% per year, payable

semiannually

in arrears on May 1 and November 1 of each year, beginning on November 1, 2019.

We paid approximately $22.6 million of origination fees and financing costs related to the issuance of the 2024 Senior Secured Notes, which have been accounted for as deferred financing costs. The deferred financing costs on our unaudited condensed consolidated balance sheet are being amortized over the contractual term of the 2024 Senior Secured Notes using the effective interest method. Total amortization expense was $0.9 million and $1.5 million, respectively, for the three and nine month periods ended September 30, 2019. As of September 30, 2019, the balance of unamortized deferred financing costs related to the 2024 Senior Secured Notes was $21.2 million and is included as a reduction to long-term debt in our unaudited condensed consolidated balance sheet. See Note 10, “Interest Costs,” for additional information.

The 2024 Senior Secured Notes are the senior secured indebtedness of the Issuers and are:

•

effectively senior to (i) all of the Issuers’ existing and future senior unsecured indebtedness to the extent of the value of the collateral securing the 2024 Senior Secured Notes and (ii) the Issuers’ indebtedness secured on a junior priority basis by

the same

collateral securing the 2024 Senior Secured Notes to the extent of the value of such collateral, including the obligations under the ABL Credit Facility (as defined below) to the extent of the value of the Cash Flow Priority Collateral;

•

effectively equal in right of payment with the Issuers’ existing and future (i) unsecured indebtedness that is not subordinated in right of payment to the 2024 Senior Secured Notes and (ii) indebtedness secured on a junior priority basis by the same collateral securing the 2024 Senior Secured Notes, if any, in each case to the extent of any insufficiency in the collateral securing the 2024 Senior Secured Notes;

•

structurally senior to all of our existing and future indebtedness, including our 2022 Convertible Notes and 2020 Convertible Notes (each as defined below);

•

senior in right of payment to any and all of the Issuers’ future indebtedness that is subordinated in right of payment to the 2024 Senior Secured Notes;

•

structurally subordinated to all of the indebtedness and other liabilities of any

non-2024

Guarantors (other than the Issuers); and

•

effectively subordinated to all of our existing and future indebtedness secured on a senior priority basis by

the same

collateral securing the 2024 Senior Secured Notes to the extent of the value of such collateral, including the obligations under the ABL Credit Facility to the extent of the value of ABL Priority Collateral.

Each guarantee is a senior secured obligation of such 2024 Guarantor and is:

•

effectively senior in right of payment to all existing and future

(i)

senior unsecured indebtedness

to the extent of the value of the collateral securing such guarantee owned by such 2024 Guarantor

and

(ii)

indebtedness secured on a junior priority basis by the same collateral securing the guarantee

owned by

such 2024 Guarantor to the extent of the value of the collateral securing the guarantee

, including the obligations under the ABL Credit Facility to the extent of the value of the Cash Flow Priority Collateral

;

•

effectively equal in right of payment with all existing and future unsubordinated indebtedness and indebtedness secured on a junior priority basis by the same collateral securing the guarantee

owned by such 2024 Guarantor

, if any, in each case to the extent of any insufficiency in the collateral securing such guarantee;

•

effectively subordinated to the obligations under the ABL Credit Facility

of each 2024 Guara

tor

to the extent of the value of the ABL Priority Collateral owned by such 2024 Guarantor;

•

effectively senior in right of payment to all existing and future subordinated indebtedness, if any, of such 2024 Guarantor; and

•

structurally subordinated to all indebtedness and other liabilities of any

non-2024

Guarantor subsidiary of such 2024 Guarantor (excluding, in the case of our guarantee, the Issuers).

The security interests in certain collateral may be released without the consent of holders of the 2024 Senior Secured Notes if such collateral is disposed of in a transaction that complies with the 2024 Indenture and related security agreements, and if any grantor of such security interests is released from its obligations with respect to the 2024 Senior Secured Notes in accordance with the applicable provisions of the 2024 Indenture and related security agreements. Under certain circumstances, GIH and the 2024 Guarantors have the right to transfer certain intellectual property assets that on the Issue Date constitute collateral securing the 2024 Senior Secured Notes or the guarantees to a restricted subsidiary organized under the laws of Switzerland, resulting in the release of such collateral. In addition, the 2024 Indenture permits indebtedness incurred under the ABL Credit Facility to be secured on a first-priority basis by certain of the same collateral that secures the 2024 Senior Secured Notes.

The Issuers may redeem the 2024 Senior Secured Notes, in whole or in part, at any time prior to May 1, 2021, at a redemption price equal to 100% of the principal amount of the 2024 Senior Secured Notes redeemed plus the make-whole premium set forth in the 2024 Indenture as of, and accrued and unpaid interest, if any, to (but not including) the applicable redemption date.

On or after May 1, 2021, the 2024 Senior Secured Notes will be redeemable at the following redemption prices (expressed in percentages of principal amount), plus accrued and unpaid interest, if any, to (but not including) the redemption date (subject to the right of holders of record on the relevant regular record date on or prior to the redemption date to receive interest due on an interest payment date), if redeemed during the twelve-month period commencing on May 1 of the following years:


Year	Redemption Price
2021		104.938	%
2022		102.469	%
2023 and thereafter		100.000	%

In addition, at any time prior to May 1, 2021, the Issuers may redeem up to 40% of the aggregate principal amount of the 2024 Senior Secured Notes with the proceeds of certain equity offerings at a redemption price of 109.875% of the principal amount redeemed, plus accrued and unpaid interest, if any, to (but not including) the date of redemption;

provided, however

that 2024 Senior Secured Notes representing at least 50% of the principal amount of the 2024 Senior Secured Notes remain outstanding immediately after each such redemption.

In addition, if GIH receives cash proceeds in connection with the entry into or continuation of a strategic relationship, or equity from us in connection with the sale of stock to a complimentary business (in each case, a “strategic investment”) at any time prior to May 1, 2020, the Issuers may redeem up to $150 million of the aggregate principal amount of the 2024 Senior Secured Notes at 103% of the principal amount of the 2024 Senior Secured Notes to be redeemed, plus accrued and unpaid interest, if any, to (but not including) the redemption date with the proceeds from such strategic investment.

The 2024 Indenture contains covenants that, among other things, limit the ability of the Issuers and the 2024 Subsidiary Guarantors and, in certain circumstances, our ability, to: incur additional indebtedness; pay dividends, redeem stock or make other distributions; make investments; create restrictions on the ability of GIH’s restricted subsidiaries to pay dividends to the Issuers or make other intercompany transfers; create liens; transfer or sell assets; merge or consolidate; and enter into certain transactions with the Issuers’ affiliates. Most of these covenants will cease to apply if, and for as long as, the 2024 Senior Secured Notes have investment grade ratings from both Moody’s Investment Services, Inc. and Standard & Poor’s.

If we or the Issuers undergo specific types of change of control accompanied by a downgrade in the rating of the 2024 Senior Secured Notes prior to May 1, 2024, GIH is required to make an offer to repurchase for cash all of the 2024 Senior Secured Notes at a repurchase price equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to (but not including) the payment date.

The 2024 Indenture provides for events of default, which, if any of them occur, would permit or require the principal, premium, if any, and interest on all of the then outstanding 2024 Senior Secured Notes issued under the 2024 Indenture to be due and payable immediately. As of September 30, 2019, no event of default had occurred.

ABL Credit Facility

– On August 26, 2019, Gogo Inc., GIH and Gogo Finance (together GIH and Gogo Finance are referred to as the “Borrowers”) entered into a credit agreement (the “ABL Credit Agreement”) among the Borrowers, the other loan parties party thereto, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent (the “Administrative Agent”), and Morgan Stanley Senior Funding, Inc., as syndication agent, which provides for an asset-based revolving credit facility (the “ABL Credit Facility”) of up to $30 million, subject to borrowing base availability, and includes letter of credit and swingline

sub-facilities.

Borrowing availability under the ABL Credit Facility is determined by a monthly borrowing base collateral calculation that is based on specified percentages of the value of eligible accounts receivable (including eligible unbilled accounts receivable) and eligible credit card receivables, less certain reserves and subject to certain other adjustments as set forth in the ABL Credit Agreement. Availability is reduced by issuance of letters of credit as well as any borrowings. As of September 30, 2019, no revolving loans were outstanding under the ABL Credit Facility.

The final maturity of the ABL Credit Facility is August 26, 2022, unless the aggregate outstanding principal amount of our 2022 Convertible Notes (as defined below) has not, on or prior to December 15, 2021, been repaid in full or refinanced with a new maturity date no earlier than February 26, 2023, in which case the final maturity date shall instead be December 16, 2021.

Loans outstanding under the ABL Credit Facility bear interest at a floating rate measured by reference to, at the Borrowers’ option, either (i) an adjusted London inter-bank offered rate plus an applicable margin ranging from

1.50

% to

2.00

% per annum depending on a fixed charge coverage ratio, or (ii) an alternate base rate plus an applicable margin ranging from

0.50

% to

1.00

% per annum depending on a fixed charge coverage ratio. Unused commitments under the ABL Credit Facility are subject to a per annum fee ranging from

0.25

% to

0.375

% depending on the average quarterly usage of the revolving commitments.

The obligations under the ABL Credit Agreement are guaranteed by Gogo Inc. and all of its existing and future subsidiaries, subject to certain exceptions (collectively, the “ABL Guarantors”), and such obligations and the obligations of the ABL Guarantors are secured

on a (i) senior basis by a perfected security interest in all present and after-acquired inventory, accounts receivable, deposit accounts, securities accounts, and any cash or other assets in such accounts and other related assets owned by each ABL Guarantor and the proceeds of the foregoing, subject to certain exceptions (the “ABL Priority Collateral”) and (ii) junior basis by a perfected security interest in substantially all other tangible and intangible assets owned by each ABL Guarantor (the “Cash Flow Priority Collateral”).

The ABL Credit Agreement contains customary representations and warranties and customary affirmative and negative covenants. The negative covenants include restrictions on, among other things: the incurrence of additional indebtedness; the incurrence of additional liens; dividends or other distributions on equity; the purchase, redemption or retirement of capital stock; the payment or redemption of certain indebtedness; loans, guarantees and other investments; entering into other agreements that create restrictions on the ability to pay dividends or make other distributions on equity, make or repay certain loans, create or incur certain liens or guarantee certain indebtedness; asset sales; sale-leaseback transactions; swap agreements; consolidations or mergers; amendment of certain material documents; certain regulatory matters; Canadian pension plans; and affiliate transactions. The negative covenants are subject to customary exceptions and also permit dividends and other distributions on equity, investments, permitted acquisitions and payments or

redemptions

of indebtedness upon satisfaction of the “payment conditions.” The payment conditions are deemed satisfied upon Specified Availability (as defined in the ABL Credit Agreement) on the date of the designated action and Specified Availability for the prior

30-day

period exceeding agreed-upon thresholds, the absence of the occurrence and continuance of any default and, in certain cases, pro forma compliance with a fixed charge coverage ratio of no less than

1.10

1.00

The ABL Credit Agreement includes a minimum fixed charge coverage ratio test of no less than

1.00

to 1.00, which is tested only when Specified Availability is less than the greater of (A) $

4.5

million and (B)

15.0

% of the then effective commitments under the ABL Credit Facility, and continuing until the first day immediately succeeding the last day of the calendar month which includes the thirtieth (30th) consecutive day on which Specified Availability is in excess of such threshold so long as no default has occurred and is continuing and certain other conditions are met. As of September 30, 2019, Specified Availability had not fallen below the amount specified and therefore the minimum fixed charge coverage ratio test was not applicable. Full availability under the ABL Credit Facility may be limited by our ability to comply with the fixed charge coverage ratio in future periods.

The ABL Credit Agreement provides for events of default, which, if any of them occurs, would permit or require the principal, premium, if any, and interest on all of the then outstanding obligations under the ABL Credit Facility to be due and payable immediately and the commitments under the ABL Credit Facility to be terminated.

On August 26, 2019, the Borrowers and the ABL Guarantors entered into an ABL collateral agreement (the “ABL Collateral Agreement”), in favor of the Administrative Agent, whereby the Borrowers and the ABL Guarantors granted a security interest in substantially all tangible and intangible assets of each Borrower and each ABL Guarantor, to secure all obligations of the Borrowers and the ABL Guarantors under the ABL Credit Agreement, and U.S. Bank National Association, as cash flow collateral representative, and JPMorgan Chase Bank, N.A., as ABL agent, entered into a crossing lien

intercreditor

agreement (the “

Intercreditor

Agreement”) to govern the relative priority of liens on the collateral that secures the ABL Credit Agreement and the 2024 Senior Secured Notes and certain other rights, priorities and interests.

2022 Senior Secured Notes

– On June 14, 2016, the Issuers issued $525 million aggregate principal amount of 12.500% senior secured notes due 2022 (the “Original 2022 Senior Secured Notes”) under an Indenture, dated as of June 14, 2016 (the “Original Indenture”), among the Issuers, us, as guarantor, certain subsidiaries of GIH, as guarantors (the “2022 Subsidiary Guarantors” and, together with us, the “2022 Guarantors”), and U.S. Bank National Association, as Trustee and as Collateral Agent. On January 3, 2017, the Issuers issued $65 million aggregate principal amount of additional 12.500% senior secured notes due 2022 (the “January 2017 Additional Notes”). The January 2017 Additional Notes were issued at a price equal to 108% of their face value resulting in gross proceeds of $70.2 million. On September 20, 2017, the Issuers, the 2022 Guarantors and the Trustee entered into the first supplemental indenture (the “Supplemental Indenture” and, together with the Original Indenture, the “Indenture”) to modify certain covenants, as discussed below. On September 25, 2017, the Issuers issued $100 million aggregate principal amount of additional 12.500% senior secured notes due 2022 (the “September 2017 Additional Notes”). The September 2017 Additional Notes were issued at a price equal to 113% of their face value resulting in gross proceeds of $113.0 million. Additionally, we received approximately $2.9 million for interest that accrued from July 1, 2017 through September 24, 2017, which was paid in our January 2018 interest payment. We refer to the Original 2022 Senior Secured Notes, the January 2017 Additional Notes and the September 2017 Additional Notes collectively as the “2022 Senior Secured Notes.”

On April 15, 2019, the Issuers elected to call for redemption in full all $690 million aggregate principal amount outstanding of the 2022 Senior Secured Notes in accordance with the terms of the Indenture. The redemption was conditioned, among other things, upon the incurrence of indebtedness in connection with the issuance of the 2024 Senior Secured Notes or from one or more other sources, in an amount satisfactory to the Issuers which condition was satisfied by the issuance of the 2024 Senior Secured Notes. On April 25, 2019, the Issuers irrevocably deposited, or caused to be irrevocably deposited, with the Trustee funds solely for the benefit of the holders of the 2022 Senior Secured Notes, cash in an amount sufficient to pay principal, premium, if any, and accrued interest on the 2022 Senior Secured Notes to, but not including, the date of redemption and all other sums payable under the Indenture. The Trustee executed and delivered an acknowledgement of satisfaction, discharge and release, dated as of April 25, 2019, among other documents, with respect to the satisfaction and discharge of the 2022 Senior Secured Notes. On May 15, 2019, the 2022 Senior Secured Notes were fully redeemed in accordance with the terms of the Indenture, and the amount deposited with the Trustee on April 25, 2019 was paid to the holders of the 2022 Senior Secured Notes. The make-whole premium paid in connection with the redemption was $51.4 million and we wrote off the remaining unamortized deferred financing costs of $9.1 million and the remaining debt premium of $11.7 million relating to the 2022 Senior Secured Notes in connection with the redemption thereof, which together are included in the loss on extinguishment of debt in our unaudited condensed consolidated statements of operations for the nine month period ended September 30, 2019.

We paid approximately $15.9 million of aggregate origination fees and financing costs related to the issuance of the 2022 Senior Secured Notes which were accounted for as deferred financing costs. Additionally, we paid approximately $1.4 million of consent fees in connection with the Supplemental Indenture, which partially offset the net carrying value of the 2022 Senior Secured Notes. Total amortization expense was $1.0 million for the nine month period ended September 30, 2019, and $0.7 million and $2.0 million, respectively, for the three and nine month periods ended September 30, 2018. As noted above, the remaining unamortized deferred financing costs were written off as of May 15, 2019.

Convertible Notes

2022 Convertible Notes

On November 21, 2018, we issued $215.0 million aggregate principal amount of 6.00% Convertible Senior Notes due 2022 (the “2022 Convertible Notes”) in private offerings to qualified institutional buyers, including pursuant to Rule 144A under the Securities Act, and in concurrent private placements. We granted an option to the initial purchasers to purchase up to an additional $32.3 million aggregate principal amount of 2022 Convertible Notes to cover over-allotments, of which $22.8 million was subsequently exercised during December 2018, resulting in a total issuance of $237.8 million aggregate principal amount of 2022 Convertible Notes. The 2022 Convertible Notes mature on May 15, 2022, unless earlier repurchased or converted into shares of our common stock under certain circumstances described below. Upon maturity, we have the option to settle our obligation through cash, shares of common stock, or a combination of cash and shares of common stock. We pay interest on the 2022 Convertible Notes

semi-annually

in arrears on May 15 and November 15 of each year. Interest payments began on May 15, 2019.

The $237.8 million of proceeds received from the issuance of the 2022 Convertible Notes was initially allocated between long-term debt (the liability component) at $188.7 million and additional

paid-in

capital (the equity component) at $49.1 million, within the consolidated balance sheet. The fair value of the liability component was measured using rates determined for similar debt instruments without a conversion feature. The carrying amount of the equity component, representing the conversion option, was determined by deducting the fair value of the liability component from the aggregate face value of the 2022 Convertible Notes. If we or the note holders elect not to settle the debt through conversion, we must settle the 2022 Convertible Notes at face value. Therefore, the liability component will be accreted up to the face value of the 2022 Convertible Notes, which will result in additional

non-cash

interest expense being recognized in the unaudited condensed consolidated statements of operations through the 2022 Convertible Notes maturity date (see Note 10, “Interest Costs,” for additional information). The effective interest rate on the 2022 Convertible Notes, including accretion of the notes to par and debt issuance cost amortization, was approximately 13.6%. The equity component will not be remeasured as long as it continues to meet the conditions for equity classification.

As of September 30, 2019 and December 31, 2018, the outstanding principal on the 2022 Convertible Notes was $237.8 million and $237.8 million, respectively, the unaccreted debt discount was $38.9 million and $47.7 million, respectively, and the net carrying amount of the liability component was $198.8 million and $190.1 million, respectively.

We incurred approximately $8.1 million of issuance costs related to the issuance of the 2022 Convertible Notes, of which $6.4 million and $1.7 million were recorded to deferred financing costs and additional

paid-in

capital, respectively, in proportion to the allocation of the proceeds of the 2022 Convertible Notes. The $6.4 million recorded as deferred financing costs on our consolidated balance sheet is being amortized over the term of the 2022 Convertible Notes using the effective interest method. Total amortization expense of the deferred financing costs was $0.4 million and $1.2 million, respectively, for the three and nine month periods ended September 30, 2019. Amortization expense is included in interest expense in the unaudited condensed consolidated statements of operations. As of September 30, 2019 and December 31, 2018, the balance of unamortized deferred financing costs related to the 2022 Convertible Notes was $4.9 million and $6.2 million, respectively, and is included as a reduction to long-term debt in our consolidated balance sheets. See Note 10, “Interest Costs,” for additional information.

The 2022 Convertible Notes had an initial conversion rate of 166.6667 common shares per $1,000 principal amount of 2022 Convertible Notes, which is equivalent to an initial conversion price of approximately $6.00 per share of our common stock. Upon conversion, we currently expect to deliver cash up to the principal amount of the 2022 Convertible Notes then outstanding. With respect to any conversion value in excess of the principal amount, we currently expect to deliver shares of our common stock. We may elect to deliver cash in lieu of all or a portion of such shares. The shares of common stock subject to conversion are excluded from diluted earnings per share calculations under the

if-converted

method as their impact is anti-dilutive.

Holders may convert the 2022 Convertible Notes, at their option, in multiples of $1,000 principal amount at any time prior to January 15, 2022, but only in the following circumstances:

•

during any fiscal quarter beginning after the fiscal quarter ended December 31, 2018, if the last reported sale price of our common stock for at least

trading days (whether or not consecutive) during the last

consecutive trading days of the immediately preceding fiscal quarter is greater than or equal to

130

% of the conversion price of the 2022 Convertible Notes on each applicable trading day;

•

during the

five

-business day period following any

five

consecutive trading day period in which the trading price for the 2022 Convertible Notes is less than

% of the product of the last reported sale price of our common stock and the conversion rate for the 2022 Convertible Notes on each such trading day; or

•

upon the occurrence of specified corporate events.

None of the above events allowing for conversion prior to January 15, 2022 occurred during the three and nine month periods ended September 30, 2019 or the year ended December 31, 2018. Regardless of whether any of the foregoing circumstances occurs, a holder may convert its 2022 Convertible Notes, in multiples of $1,000 principal amount, at any time on or after January 15, 2022 until the second scheduled trading day immediately preceding May 15, 2022.

In addition, if we undergo a fundamental change (as defined in the indenture governing the 2022 Convertible Notes), holders may, subject to certain conditions, require us to repurchase their 2022 Convertible Notes for cash at a price equal to 100% of the principal amount of the 2022 Convertible Notes to be purchased, plus any accrued and unpaid interest. In addition, following a make-whole fundamental change, we will increase the conversion rate in certain circumstances for a holder who elects to convert its 2022 Convertible Notes in connection with such make-whole fundamental change.

2020 Convertible Notes

On March 3, 2015, we issued $340.0 million aggregate principal amount of 3.75% Convertible Senior Notes due 2020 (the “2020 Convertible Notes”) in a private offering to qualified institutional buyers, pursuant to Rule 144A under the Securities Act. We granted an option to the initial purchasers to purchase up to an additional $60.0 million aggregate principal amount of 2020 Convertible Notes to cover over-allotments, of which $21.9 million was subsequently exercised during March 2015, resulting in a total issuance of $361.9 million aggregate principal amount of 2020 Convertible Notes. The 2020 Convertible Notes mature on

March 1, 2020

, unless earlier repurchased or converted into shares of our common stock under certain circumstances described below. Upon maturity, we have the option to settle our obligation through cash, shares of common stock, or a combination of cash and shares of common stock. We pay interest on the 2020 Convertible Notes

semi-annually

in arrears on March 1 and September 1 of each year. Interest payments began on September 1, 2015. In November 2018, in connection with the issuance of the 2022 Convertible Notes, we repurchased $199.9 million outstanding principal amount of the 2020 Convertible Notes at par value. As a result of the repurchase, the carrying value of the 2020 Convertible Notes was adjusted by $17.9 million to face value and included in the loss on extinguishment of debt in our consolidated statement of operations for the year ended December 31, 2018.

On April 18, 2019, we commenced a cash tender offer (the “Tender Offer”) to purchase any and all of the outstanding 2020 Convertible Notes for an amount equal to $1,000 per $1,000 principal amount of 2020 Convertible Notes purchased, plus accrued and unpaid interest from the last interest payment date on the 2020 Convertible Notes to, but not including, the date of payment for the 2020 Convertible Notes accepted in the Tender Offer. The Tender Offer expired on May 15, 2019, resulting in the purchase of $159.0 million of outstanding 2020 Convertible Notes. As a result of the Tender Offer, the carrying value of the 2020 Convertible Notes was adjusted by $8.5 million to face value and unamortized deferred financing costs of $0.6 million were expensed. These two items are included in the loss on extinguishment of debt in our unaudited condensed consolidated statements of operations for the nine month period ended September 30, 2019. During September 2019, we purchased an additional $

0.5

million of outstanding 2020 Convertible Notes.

The $361.9 million of proceeds received from the issuance of the 2020 Convertible Notes was initially allocated between long-term debt (the liability component) at $261.9 million and additional

paid-in

capital (the equity component) at $100.0 million, within the consolidated balance sheet. The fair value of the liability component was measured using rates determined for similar debt instruments without a conversion feature. The carrying amount of the equity component, representing the conversion option, was determined by deducting the fair value of the liability component from the aggregate face value of the 2020 Convertible Notes. If we or the holders of 2020 Convertible Notes elect not to settle the debt through conversion, we must settle the 2020 Convertible Notes at face value. Therefore, the liability component was accreted up to the face value of the 2020 Convertible Notes, which resulted in additional

non-cash

interest expense being recognized in the unaudited condensed consolidated statements of operations (see Note 10, “Interest Costs,” for additional information). The effective interest rate on the 2020 Convertible Notes, including accretion of the notes to par and debt issuance cost amortization, was approximately 11.5%. The equity component will not be remeasured as long as it continues to meet the conditions for equity classification.

As of September 30, 2019 and December 31, 2018, the outstanding principal on the 2020 Convertible Notes was $2.5 million and $162.0 million, respectively, the unamortized debt discount was zero and $12.8 million, respectively, and the net carrying amount of the liability component was $2.5 million and $149.2 million, respectively.

We incurred approximately $10.4 million of issuance costs related to the issuance of the 2020 Convertible Notes, of which $7.5 million and $2.9 million were recorded to deferred financing costs and additional

paid-in

capital, respectively, in proportion to the allocation of the proceeds of the 2020 Convertible Notes. The $7.5 million recorded as deferred financing costs on our consolidated balance sheet is being amortized over the term of the 2020 Convertible Notes using the effective interest method. Total amortization expense of the deferred financing costs was $0.3 million for the nine month period ended September 30, 2019 and $0.4 million and $1.1 million, respectively, for the three and nine month periods ended September 30, 2018. Amortization expense is included in interest expense in the unaudited condensed consolidated statements of operations. As of September 30, 2019 and December 31, 2018, the balance of unamortized deferred financing costs related to the 2020 Convertible Notes was zero and $0.9 million, respectively, and is included as a reduction to long-term debt in our unaudited condensed consolidated balance sheets. See Note 10, “Interest Costs,” for additional information.

The 2020 Convertible Notes had an initial conversion rate of 41.9274 common shares per $1,000 principal amount of 2020 Convertible Notes, which is equivalent to an initial conversion price of approximately $23.85 per share of our common stock. Upon conversion, we currently expect to deliver cash up to the principal amount of the 2020 Convertible Notes then outstanding. With respect to any conversion value in excess of the principal amount, we currently expect to deliver shares of our common stock. We may elect to deliver cash in lieu of all or a portion of such shares. The shares of common stock subject to conversion are excluded from diluted earnings per share calculations under the

if-converted

method as their impact is anti-dilutive.

Holders may convert the 2020 Convertible Notes, at their option, in multiples of $1,000 principal amount at any time prior to December 1, 2019, but only in the following circumstances:

•

during any fiscal quarter beginning after the fiscal quarter ended June 30, 2015, if the last reported sale price of our common stock for at least

trading days (whether or not consecutive) during the last

consecutive trading days of the immediately preceding fiscal quarter is greater than or equal to

130

% of the conversion price of the 2020 Convertible Notes on each applicable trading day;

•

during the

five

business day period following any

five

consecutive trading day period in which the trading price for the 2020 Convertible Notes is less than

% of the product of the last reported sale price of our common stock and the conversion rate for the 2020 Convertible Notes on each such trading day; or

•

upon the occurrence of specified corporate events.

None of the above events allowing for conversion prior to December 1, 2019 occurred during the three and nine month periods ended September 30, 2019 or the year ended December 31, 2018. Regardless of whether any of the foregoing circumstances occurs, a holder may convert its 2020 Convertible Notes, in multiples of $1,000 principal amount, at any time on or after December 1, 2019 until maturity.

In addition, if we undergo a fundamental change (as defined in the indenture governing the 2020 Convertible Notes), holders may, subject to certain conditions, require us to repurchase their 2020 Convertible Notes for cash at a price equal to 100% of the principal amount of the 2020 Convertible Notes to be purchased, plus any accrued and unpaid interest. In addition, if specific corporate events occur prior to the maturity date, we will increase the conversion rate for a holder who elects to convert its 2020 Convertible Notes in connection with such a corporate event in certain circumstances.

Forward Transactions

In connection with the issuance of the 2020 Convertible Notes, we paid approximately $140 million to enter into prepaid forward stock repurchase transactions (the “Forward Transactions”) with certain financial institutions (the “Forward Counterparties”), pursuant to which we purchased approximately 7.2 million shares of common stock for settlement on or around the March 1, 2020 maturity date for the 2020 Convertible Notes, subject to the ability of each Forward Counterparty to elect to settle all or a portion of its Forward Transactions early. In the future, we may request that any Forward Counterparty modify the settlement terms of its Forward Transaction to provide that, in lieu of the delivery of the applicable number of shares of our common stock to us to settle a portion of its Forward Transaction in accordance with its terms, such Forward Counterparty would pay to us the net proceeds from the sale by such Forward Counterparty (or its affiliate) of a corresponding number of shares of our common stock in a registered offering (which may include block sales, sales on the NASDAQ Global Select Market, sales in the

over-the-counter

market, sales pursuant to negotiated transactions or otherwise, at market prices prevailing at the time of sale or at negotiated prices). Any such sales could potentially decrease (or reduce the size of any increase in) the market price of our common stock. The Forward Counterparties are not required to effect any such settlement in cash in lieu of delivery of shares of our common stock and, if we request for any Forward Counterparty to effect any such settlement, it will be entered into in the discretion of the applicable Forward Counterparty on such terms as we may agree with such Forward Counterparty at the time. We expect to amend the terms of one or more of the Forward Transactions to

, amo

ng othe

r things,

extend the maturity of the Forward Transactions with respect to a portion of the shares of our common stock to be repurchased thereunder to on or around May 15, 2022. As a result of the Forward Transactions, total shareholders’ equity within our consolidated balance sheet was reduced by approximately $140 million. Approximately 7.2 million shares of common stock that will be effectively repurchased through the Forward Transactions are treated as retired shares for basic and diluted EPS purposes although they remain legally outstanding.

Restricted Cash

- Our restricted cash balances were $8.0 million and $7.0 million, respectively, as of September 30, 2019 and December 31, 2018 and primarily consist of letters of credit and cash restricted to repurchase or repay the remaining balance of the 2020 Convertible Notes. Certain of the letters of credit require us to maintain restricted cash accounts in a similar amount, and are issued for the benefit of the landlords at our current office locations in Chicago, IL, Bensenville, IL and Broomfield, CO.

Leases

9 Months Ended

Sep. 30, 2019

Leases [Abstract]

Leases

11.

Leases

Operating and Financing Leases

— We determine whether a contract contains a lease at contract inception. For leases subsequent to adoption of ASC 842, lease liabilities are calculated using a discount rate based on our incremental borrowing rate at lease commencement. We have operating lease agreements for certain facilities and equipment as well as tower space and base stations. Certain tower space leases have renewal option terms that have been deemed to be reasonably certain to be exercised. These renewal options extend a lease up to

20 years

. We recognize operating lease expense on a straight-line basis over the lease term. As of September 30, 2019, there are no significant leases which have not commenced.

The following is a summary of our lease expense included in the unaudited condensed consolidated statements of operations

(in thousands)


	For the Three Months Ended		For the Nine Months Ended
	September 30, 2019		September 30, 2019
Operating lease cost	$	4,878	$	14,990
Financing lease cost
Amortization of leased assets		172		548
Interest on lease liabilities		8		35

Total lease cost	$	5,058	$	15,573

Other information regarding our leases is as follows

(in thousands, except lease terms and discount rates)


	For the Three Months Ended		For the Nine Months Ended
	September 30, 2019		September 30, 2019
Supplemental cash flow information
Cash paid for amounts included in measurement of lease liabilities:
Operating cash flows used in operating leases	$	5,842	$	17,750
Operating cash flows used in financing leases		8		35
Financing cash flows used in financing leases		169		552
Right-of-use assets obtained in exchange for lease obligations:
Operating leases		2,584		3,631
Weighted average remaining lease term
Operating leases				8 years
Financing leases				1 year
Weighted average discount rate
Operating leases				10.3	%
Financing leases				8.1	%

Annual future minimum lease payments as of September 30, 2019

(in thousands)


Years ending December 31,	Operating Leases			Financing Leases
2019 (period from October 1 to December 31)	$	5,733		$	119
2020		22,030			197
2021		21,763			—
2022		20,109			—
2023		16,246			—
Thereafter		76,910			—

Total future minimum lease payments		162,791			316
Less: Amount representing interest		(54,666	)		(15	)

Present value of net minimum lease payments	$	108,125		$	301

Reported as of September 30, 2019
Accrued liabilities	$	11,917		$	295
Non-current operating lease liabilities		96,208			—
Other non-current liabilities		—			6

Total lease liabilities	$	108,125		$	301

As of December 31, 2018, annual future minimum obligations for operating leases for each of the next five years and thereafter, were as follows (

in thousands


Years ending December 31,	Operating Leases
2019	$	21,902
2020	$	19,867
2021	$	19,742
2022	$	18,420
2023	$	14,826
Thereafter	$	78,100

Arrangements with Commercial Airlines

— Under the turnkey model, we account for equipment transactions as operating leases of space for our equipment on the aircraft. We may be responsible for the costs of installing and/or deinstalling the equipment. Under the turnkey model, the equipment transactions involve the transfer of legal title but do not meet sales recognition for accounting purposes because the risks and rewards of ownership are not fully transferred due to our continuing involvement with the equipment, the length of the term of our agreements with the airlines, and restrictions in the agreements regarding the airlines’ use of the equipment. Under the turnkey model, we refer to the airline as a “partner.”

Under the turnkey model, the assets are recorded as airborne equipment on our unaudited condensed consolidated balance sheets, as noted in Note 6, “Composition of Certain Balance Sheet Accounts.” Any upfront equipment payments are accounted for as lease incentives and recorded as deferred airborne lease incentives on our unaudited condensed consolidated balance sheets and are recognized as a reduction of the cost of service revenue on a straight-line basis over the term of the agreement with the airline. We recognized $6.3 million and $21.3 million, respectively, for the three and nine month periods ended September 30, 2019 and $8.1 million and $23.2 million, respectively, for the prior-year periods as a reduction to our cost of service revenue in our unaudited condensed consolidated statements of operations. As of September 30, 2019, deferred airborne lease incentives of $25.0 million and $133.3 million, respectively, are included in current and

non-current

liabilities in our unaudited condensed consolidated balance sheet. As of December 31, 2018, deferred airborne lease incentives of $24.1 million and $129.1 million, respectively, are included in current and

non-current

liabilities in our unaudited condensed consolidated balance sheet.

Under the turnkey model, the revenue share paid to our airline partners represents operating lease payments. They are deemed to be contingent rental payments, as the payments due to each airline are based on a percentage of our

CA-NA

and

CA-ROW

service revenue generated from that airline’s passengers, which is unknown until realized. Therefore, we cannot estimate the lease payments due to an airline at the commencement of our contract with such airline. This rental expense is included in cost of service revenue and is partially offset by the amortization of the deferred airborne lease incentives discussed above. Such rental expenses totaled a net charge of $5.0 million and $15.6 million, respectively, for the three and nine month periods ended September 30, 2019 and $5.5 million and $18.6 million, respectively, for the prior-year periods.

Commitments and Contingencies

9 Months Ended

Sep. 30, 2019

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

12.	Commitments and Contingencies

Contractual Commitments

- We have agreements with vendors to provide us with transponder and teleport satellite services. These agreements vary in length and amount and as of September 30, 2019 commit us to purchase transponder and teleport satellite services totaling approximately $34.2 million in 2019 (October 1 through December 31), $135.1 million in 2020, $121.3 million in 2021, $99.7 million in 2022, $78.3 million in 2023 and $217.5 million thereafter.

We have agreements with various vendors under which we have remaining commitments to purchase satellite-based systems, certifications and development services. Such commitments will become payable as we receive the equipment or certifications, or as development services are provided.

Damages and Penalties—

We have entered into a number of agreements with our airline partners that require us to provide a credit or pay penalties or liquidated damages to our airline partners if we are delayed in delivering our equipment, unable to install our equipment on aircraft by specified timelines or fail to comply with service level commitments. The maximum amount of future credits or payments we could be required to make under these agreements is uncertain because the amount of future credits or payments is based on certain variable inputs.

Indemnifications and Guarantees

- In accordance with Delaware law, we indemnify our officers and directors for certain events or occurrences while the officer or director is, or was, serving at our request in such capacity. The maximum potential amount of future payments we could be required to make under this indemnification is uncertain and may be unlimited, depending upon circumstances. However, our Directors’ and Officers’ insurance does provide coverage for certain of these losses.

In the ordinary course of business we may occasionally enter into agreements pursuant to which we may be obligated to pay for the failure of the performance of others, such as the use of corporate credit cards issued to employees. Based on historical experience, we believe that the risk of sustaining any material loss related to such guarantees is remote.

We have entered into a number of agreements, including our agreements with commercial airlines, pursuant to which we indemnify the other party for losses and expenses suffered or incurred in connection with any patent, copyright, or trademark infringement or misappropriation claim asserted by a third party with respect to our equipment or services. The maximum potential amount of future payments we could be required to make under these indemnification agreements is uncertain and is typically not limited by the terms of the agreements.

Linksmart Litigation

—

April 20, 2018

, Linksmart Wireless Technology, LLC filed suit against us and eight of our airline partners in the U.S. District Court for the Central District of California alleging that our redirection server and login portal infringe a patent owned by the plaintiff. The suits seek an unspecified amount of damages. We are required under our contracts with these airlines to indemnify them for defense costs and any liabilities resulting from the suit. The Court has stayed the suits against our airline customers pending resolution of the suit against Gogo. Linksmart has also filed suit against other defendants asserting the same patent. Following the filing by one of those defendants of a petition to commence an

inter partes

review against the asserted patent in the U.S. Patent and Trademark Office, the Court stayed the litigation against such other defendant and Gogo, but such stay was lifted in July 2019 when the U.S. Patent and Trademark Office determined that the petitioner had not met the standard of proof required to commence the

inter partes

review. We believe that the plaintiff’s claims are without merit and intend to defend them vigorously. The outcome of this litigation is inherently uncertain. No amounts have been accrued for any potential losses under this matter, as we cannot reasonably predict the outcome of the litigation or any potential losses.

Securities Litigation

—

June 27, 2018

, a purported stockholder of the Company filed a putative class action lawsuit in the United States District Court for the Northern District of Illinois, Eastern Division styled Pierrelouis v. Gogo Inc., naming the Company, its former Chief Executive Officer and Chief Financial Officer and its current Chief Financial Officer and President, Commercial Aviation as defendants purportedly on behalf of all purchasers of our securities from February 27, 2017 through May 4, 2018. The complaint asserts claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Rule

10b-5

promulgated thereunder, alleging misrepresentations or omissions by us purporting to relate to our 2Ku antenna’s reliability and installation and remediation costs. The plaintiffs seek to recover from us and the individual defendants an unspecified amount of damages. In December 2018 the plaintiffs filed an amended complaint and in February 2019, we filed a motion to dismiss such amended complaint. In October 2019 the judge granted the motion to dismiss on two independent grounds, finding that plaintiffs failed to plausibly allege that defendants made materially false or misleading statements and that plaintiffs failed to plead with particularity that defendants acted with scienter. The amended complaint was dismissed without prejudice, and plaintiffs have until December 20, 2019 to file a second amended complaint should they elect to do so. We believe that the claims are without merit and intend to continue to defend them vigorously if the litigation continues. In accordance with Delaware law, we will indemnify the individual named defendants for their defense costs and any damages they incur in connection with the suit. We have filed a claim with the issuer of our Directors’ and Officers’ insurance policy with respect to this suit. No amounts have been accrued for any potential losses under this matter, as we cannot reasonably predict the outcome of the litigation or any potential losses.

Derivative Litigation

September 25, 2018 and September 26, 2018

, two purported stockholders of the Company filed substantively identical derivative lawsuits in the United States District Court for the Northern District of Illinois, Eastern Division, styled Nanduri v. Gogo Inc. and Hutsenpiller v. Gogo Inc., respectively. Both lawsuits were purportedly brought derivatively on behalf of us and name us as a nominal defendant and name as defendants each member of the Company’s Board of Directors, its former Chief Executive Officer and Chief Financial Officer and its current Chief Executive Officer, Chief Financial Officer and President, Commercial Aviation. The complaints assert claims under Section 14(a) of the Securities Exchange Act of 1934, breach of fiduciary duty, unjust enrichment, and waste of corporate assets, and allege misrepresentations or omissions by us purporting to relate to our 2Ku antenna’s reliability and installation and remediation costs, as well as allegedly excessive bonuses, stock options, and other compensation paid to current Officers and Directors and excessive severance paid to former Officers. The two lawsuits were consolidated and are stayed until a final disposition of the motion to dismiss in the class action suit. We believe that the claims are without merit and intend to defend them vigorously if the litigation continues. The plaintiffs seek to recover, on our behalf, an unspecified amount of damages from the individual defendants. We have filed a claim with the issuer of our Directors’ and Officers’ insurance policy with respect to these suits. No amounts have been accrued for any potential costs under this matter, as we cannot reasonably predict the outcome of the litigation or any potential costs.

Fair Value of Financial Assets and Liabilities

9 Months Ended

Sep. 30, 2019

Fair Value Disclosures [Abstract]

Fair Value of Financial Assets and Liabilities

13.	Fair Value of Financial Assets and Liabilities

A three-tier fair value hierarchy has been established which prioritizes the inputs used in measuring fair value. These tiers include:

•

Level

- defined as observable inputs such as quoted prices in active markets;

•

Level

- defined as observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and

•

Level

- defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

Long-Term Debt:

Our financial assets and liabilities that are disclosed but not measured at fair value include the 2024 Senior Secured Notes, 2022 Convertible Notes, 2020 Convertible Notes and, while outstanding, the 2022 Senior Secured Notes, which are reflected on the unaudited condensed consolidated balance sheet at cost. The fair value measurements are classified as Level 2 within the fair value hierarchy since they are based on quoted market prices of our instruments in markets that are not active. We estimated the fair value of the 2024 Senior Secured Notes, 2022 Convertible Notes, 2020 Convertible Notes, and, while outstanding, the 2022 Senior Secured Notes by calculating the upfront cash payment a market participant would require to assume these obligations. The upfront cash payment used in the calculations of fair value on our September 30, 2019 unaudited condensed consolidated balance sheet, excluding any issuance costs, is the amount that a market participant would be willing to lend at September 30, 2019 to an entity with a credit rating similar to ours and achieve sufficient cash inflows to cover the scheduled cash outflows under the 2024 Senior Secured Notes, 2022 Convertible Notes and 2020 Convertible Notes. The calculated fair value of our 2022 Convertible Notes and 2020 Convertible Notes is correlated to our stock price and as a result, significant changes to our stock price could have a significant impact on their calculated fair values.

The fair value and carrying value of long-term debt as of September 30, 2019 and December 31, 2018 were as follows

(in thousands)


	September 30, 2019					December 31, 2018
	Fair Value (1)		Carrying Value			Fair Value (1)		Carrying Value
2024 Senior Secured Notes	$	999,000	$	920,965	(2)	$	—	$	—
2022 Senior Secured Notes		—		—			737,000		702,670	(3)
2022 Convertible Notes		284,000		198,818	(4)		216,000		190,083	(4)
2020 Convertible Notes		2,498		2,498			150,000		149,195	(5)

(1)	Fair value amounts are rounded to the nearest million, except for the 2020 Convertible Notes , as of September 30, 2019.

(2)	Carrying value of the 2024 Senior Secured Notes reflects the unaccreted debt discount of $ 4.0 million as of September 30, 2019. See Note 9, “Long-Term Debt and Other Liabilities,” for further information.

(3)	Carrying value of the 2022 Senior Secured Notes reflects the unamortized debt premium and Consent Fees of $ 12.7 million as of December 31, 2018. See Note 9, “Long-Term Debt and Other Liabilities,” for further information.

(4)	Carrying value of the 2022 Convertible Notes reflects the unaccreted debt discount of $ 38.9 million and $ 47.7 million, respectively, as of September 30, 2019 and December 31, 2018. See Note 9, “Long-Term Debt and Other Liabilities,” for further information.

(5)	Carrying value of the 2020 Convertible Notes reflects the unaccreted debt discount of $ 12.8 million as of December 31, 2018. See Note 9, “Long-Term Debt and Other Liabilities,” for further information.

We have

held-to-maturity

financial instruments where carrying value approximates fair value. There were

fair value adjustments to these financial instruments during the three and nine month periods ended September 30, 2019 and 2018

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Income Tax

9 Months Ended

Sep. 30, 2019

Income Tax Disclosure [Abstract]

Income Tax

14.	Income Tax

The effective income tax rates for the three and nine month periods ended September 30, 2019 were (0.9)% and (0.6)%, respectively, as compared with (0.5)% and 3.3%, respectively, for the prior-year periods. For the three and nine month periods ended September 30, 2019, our income tax expense was not significant primarily due to the recording of a valuation allowance against our net deferred tax assets. An income tax benefit was recorded for the nine month period ended September 30, 2018 resulting from a reduction in our valuation allowance of approximately $4.0 million due to the application of provisions of H.R. 1, commonly known as the Tax Cuts and Jobs Act (“U.S. Tax Reform”), to our evaluation of our deferred tax assets.

We are subject to income taxation in the United States, various states within the United States, Canada, Switzerland, Japan, Mexico, Brazil, Singapore, the United Kingdom, Hong Kong, Australia, China, India, France, Germany and the Netherlands. With few exceptions, as of September 30, 2019, we are no longer subject to U.S. federal, state, local or foreign examinations by tax authorities for years before 2015.

We record penalties and interest relating to uncertain tax positions in the income tax provision line item in the unaudited condensed consolidated statement of operations.

penalties or interest related to uncertain tax positions were recorded for the three and nine month periods ended September 30, 2019 and 2018. As of September 30, 2019 and December 31, 2018, we did

t have a liability recorded for interest or potential penalties.

We do

t expect a change in the unrecognized tax benefits within the next 12 months.

Business Segments and Major Customers

9 Months Ended

Sep. 30, 2019

Segment Reporting [Abstract]

Business Segments and Major Customers

15.	Business Segments and Major Customers

We operate our business through three operating segments: Commercial Aviation North America, or

“CA-NA,”

Commercial Aviation Rest of World, or

“CA-ROW,”

and Business Aviation, or “BA.” See Note 1, “Basis of Presentation,” for further information regarding our segments.

The accounting policies of the operating segments are the same as those described in Note 2, “Summary of Significant Accounting Policies,” in our 2018

10-K.

Intercompany transactions between segments are excluded as they are not included in management’s performance review of the segments. For the three and nine month periods ended September 30, 2019 and 2018, our foreign revenue accounted for less than 15% of our consolidated revenue. We do not segregate assets between segments for internal reporting. Therefore, asset-related information has not been presented. Additionally, assets outside of the United States totaled less than 15% of our unaudited condensed consolidated assets as of September 30, 2019 and December 31, 2018, respectively. For our airborne assets, we consider only those assets installed in aircraft associated with international commercial airline partners to be owned outside of the United States.

Management evaluates performance and allocates resources to each segment based on segment profit (loss), which is calculated internally as net income (loss) attributable to common stock before interest expense, interest income, income taxes, depreciation and amortization, certain

non-cash

items (including amortization of deferred airborne lease incentives, stock-based compensation expense, loss on extinguishment of debt, amortization of STC costs and the accounting impact of the transition to the airline-directed model) and other income (expense). Segment profit (loss) is a measure of performance reported to the chief operating decision maker for purposes of making decisions about allocating resources to the segments and evaluating segment performance. In addition, segment profit (loss) is included herein in conformity with ASC

280-10,

Segment Reporting

. Management believes that segment profit (loss) provides useful information for analyzing and evaluating the underlying operating results of each segment. However, segment profit (loss) should not be considered in isolation or as a substitute for net income (loss) attributable to common stock or other measures of financial performance prepared in accordance with GAAP. Additionally, our computation of segment profit (loss) may not be comparable to other similarly titled measures computed by other companies.

Information regarding our reportable segments is as follows (

in thousands


	For the Three Months Ended
	September 30, 2019
	CA-NA		CA-ROW			BA		Total
Service revenue	$	80,470	$	22,580		$	55,349	$	158,399
Equipment revenue		3,665		13,127			25,991		42,783

Total revenue	$	84,135	$	35,707		$	81,340	$	201,182

Segment profit (loss)	$	12,208	$	(13,659	)	$	36,951	$	35,500


	For the Three Months Ended
	September 30, 2018
	CA-NA		CA-ROW			BA		Total
Service revenue	$	93,443	$	17,646		$	49,287	$	160,376
Equipment revenue		15,027		17,551			24,303		56,881

Total revenue	$	108,470	$	35,197		$	73,590	$	217,257

Segment profit (loss)	$	8,699	$	(22,747	)	$	35,178	$	21,130

	For the Nine Months Ended
	September 30, 2019
	CA-NA		CA-ROW			BA		Total
Service revenue	$	268,899	$	64,925		$	163,318	$	497,142
Equipment revenue		17,032		40,430			59,812		117,274

Total revenue	$	285,931	$	105,355		$	223,130	$	614,416

Segment profit (loss)	$	59,921	$	(50,073	)	$	101,739	$	111,587


	For the Nine Months Ended
	September 30, 2018
	CA-NA		CA-ROW			BA		Total
Service revenue	$	277,972	$	47,076		$	145,062	$	470,110
Equipment revenue (1)		93,969		40,935			71,526		206,430

Total revenue	$	371,941	$	88,011		$	216,588	$	676,540

Segment profit (loss)	$	17,396	$	(69,826	)	$	104,180	$	51,750

(1)	CA-NA equipment revenue for the nine month period ended September 30, 2018 includes the accounting impact of the transition of one of our airline partners to the airline-directed model. See Note 1, “Basis of Presentation,” for additional information.

A reconciliation of segment profit (loss) to the relevant consolidated amounts is as follows (

in thousands


	For the Three Months						For the Nine Months
	Ended September 30,						Ended September 30,
	2019			2018			2019			2018
CA-NA segment profit	$	12,208		$	8,699		$	59,921		$	17,396
CA-ROW segment loss		(13,659	)		(22,747	)		(50,073	)		(69,826	)
BA segment profit		36,951			35,178			101,739			104,180

Total segment profit		35,500			21,130			111,587			51,750
Interest income		987			903			3,366			3,307
Interest expense		(30,740	)		(30,743	)		(99,444	)		(91,938	)
Depreciation and amortization		(29,292	)		(32,590	)		(90,008	)		(100,447	)
Transition to airline-directed model		—			—			—			21,551
Amortization of deferred airborne lease incentives (1)		6,335			8,074			21,365			23,166
Amortization of STC costs		(1,259	)		(292	)		(1,901	)		(719	)
Stock-based compensation expense		(4,066	)		(3,932	)		(12,711	)		(12,531	)
Loss on extinguishment of debt		—			—			(57,962	)		—
Other income (expense)		(143	)		(72	)		2,779			59

Loss before income taxes	$	(22,678	)	$	(37,522	)	$	(122,929	)	$	(105,802	)

(1)	Amortization of deferred airborne lease incentive relates to our CA-NA and CA-ROW segments. See Note 11, “Leases,” for further information.

Major Customers and Airline Partnerships

— Revenue earned from Delta Air Lines and its passengers accounted for approximately 28% of consolidated revenue for both the three and nine month periods ended September

30, 2019 and approximately 25% and 23%, respectively, for the prior-year periods. Delta Air Lines accounted for less than 10% of consolidated accounts receivable as of September

30, 2019 and approximately 11% of consolidated accounts receivable as of December

31, 2018.

Revenue earned from American Airlines accounted for less than 10% of consolidated revenue for both the three and nine month periods ended September 30, 2019 and approximately 18% and 25% of consolidated revenue, respectively, for the prior-year periods. Revenue earned from American Airlines for the nine month period ended September 30, 2018 included $45.4 million of equipment revenue recognized due to the airline’s transition to the airline-directed model in January 2018. See Note 1, “Basis of Presentation,” for additional information. American Airlines accounted for less than 10% of consolidated accounts receivable as of September 30, 2019 and approximately 11% of consolidated accounts receivable as of December 31, 2018.

Employee Retirement and Postretirement Benefits

9 Months Ended

Sep. 30, 2019

Text Block [Abstract]

Employee Retirement and Postretirement Benefits

16.	Employee Retirement and Postretirement Benefits

Stock-Based Compensation —

As of September 30, 2019, we maintained three stock-based employee compensation plans (“Stock Plans”). See Note 12, “Stock-Based Compensation,” in our 2018

10-K

for further information regarding these plans. Most of our equity grants are awarded on an annual basis.

For the nine month period ended September 30, 2019, options to purchase 1,455,455 shares of common stock (of which 148,500 are options that contain a market condition, in addition to the time-based vesting requirements) were granted, no options to purchase shares of common stock were exercised, options to purchase 478,147 (of which 230,221 options contain a market condition) shares of common stock were forfeited, and options to purchase 561,582 shares of common stock expired.

For the nine month period ended September 30, 2019, 2,000,338 Restricted Stock Units (“RSUs”) (of which 86,000 are RSUs that contain a market condition, in addition to the time-based vesting requirements) were granted, 466,886 RSUs vested and 447,503 RSUs (of which 64,445 contained a market condition) were forfeited.

For the nine month period ended September 30, 2019, 66,174 restricted shares vested. These shares are deemed issued as of the date of grant, but not outstanding until they vest.

For the nine month period ended September 30, 2019, 161,833 Deferred Stock Units were granted and vested.

For the nine month period ended September 30, 2019, 238,127 shares of common stock were issued under the employee stock purchase plan.

The following is a summary of our stock-based compensation expense by operating expense line in the unaudited condensed consolidated statements of operations

(in thousands)


	For the Three Months				For the Nine Months
	Ended September 30,				Ended September 30,
	2019		2018		2019		2018
Cost of service revenue	$	394	$	303	$	1,196	$	1,184
Cost of equipment revenue		60		33		211		146
Engineering, design and development		717		812		2,271		2,505
Sales and marketing		849		901		2,786		3,209
General and administrative		2,046		1,883		6,247		5,487

Total stock-based compensation expense	$	4,066	$	3,932	$	12,711	$	12,531

401(k)

Plan

— Under our 401(k) plan, all employees who are eligible to participate are entitled to make

tax-deferred

contributions, subject to Internal Revenue Service limitations. We match 100% of the employee’s first 4% of contributions made, subject to annual limitations. Our matching contributions were $1.2 million and $3.8 million, respectively, during the three and nine month periods ended September 30, 2019, and $1.2 million and $3.8 million, respectively, for the prior-year periods.

Research and Development Costs

9 Months Ended

Sep. 30, 2019

Research and Development [Abstract]

Research and Development Costs

17.	Research and Development Costs

Expenditures for research and development are charged to expense as incurred and totaled $21.2 million and $52.9 million, respectively, during the three and nine month periods ended September 30, 2019, and $19.2 million and $56.3 million, respectively, for the prior-year periods. Research and development costs are reported as a component of engineering, design and development expenses in our unaudited condensed consolidated statements of operations.

Basis of Presentation (Policies)

9 Months Ended

Sep. 30, 2019

Accounting Policies [Abstract]

Basis of Presentation

The Business

Gogo (“we,” “us,” “our”) is the global leader in providing broadband connectivity solutions and wireless

in-flight

entertainment to the aviation industry. We operate through the following three segments: Commercial Aviation North America, or

“CA-NA,”

Commercial Aviation Rest of World, or

“CA-ROW,”

and Business Aviation, or “BA.” Services provided by our

CA-NA

and

CA-ROW

businesses include Passenger Connectivity, which allows passengers to connect to the Internet from their personal

Wi-Fi-enabled

devices; Passenger Entertainment, which offers passengers the opportunity to enjoy a broad selection of

in-flight

entertainment options on their personal

Wi-Fi

CA-NA

on commercial aircraft flying routes that generally begin and end within North America, which for this purpose includes the United States, Canada and Mexico.

CA-ROW

provides service on commercial aircraft operated by foreign-based commercial airlines and flights outside of North America for North American-based commercial airlines. The routes included in our

CA-ROW

segment are those that begin and/or end outside of North America (as defined above) on which our international service is provided. BA provides

in-flight

Internet connectivity and other voice and data communications products and services and sells equipment for

in-flight

telecommunications to the business aviation market. BA services include Gogo Biz, our

in-flight

broadband service, Passenger Entertainment, our

in-flight

entertainment service, and satellite-based voice and data services through our strategic alliances with satellite companies.

Basis of Presentation—

S-X

10-K

for the year ended December 31, 2018 as filed with the Securities and Exchange Commission (“SEC”) on February 21, 2019 (the “2018

10-K”).

We have one class of common stock outstanding as of September 30, 2019 and December 31, 2018.

Reclassifications

Transition to airline-directed model

Transition of airline models

non-current

contract assets included within prepaid expenses and other current assets and other

non-current

2018

and

the total financial statement effect on our unaudited condensed consolidated balance sheet and unaudited condensed consolidated statement of operations was as follows (

in thousands


	Increase (decrease)
Unaudited condensed consolidated balance sheet
Prepaid expense and other current assets	$	6,603
Property and equipment, net		(32,716	)
Other non-current assets		18,783
Accrued liabilities		2,000
Current deferred airborne lease incentive		(13,592	)
Non-current deferred airborne lease incentive		(17,289	)
Unaudited condensed consolidated statement of operations
Equipment revenue		45,396
Cost of equipment revenue		23,845

—

Inventories,” in our 2018

10-K

non-current

assets and operating lease

right-of-use

assets within our unaudited condensed consolidated balance sheet.

Use of Estimates

—

Revenue Recognition (Tables)

9 Months Ended

Sep. 30, 2019

Summary of Revenue Disaggregated by Category

The following table presents our revenue disaggregated by category

(in thousands)


	For the Three Months Ended
	September 30, 2019
	CA-NA		CA-ROW		BA		Total
Service revenue
Connectivity	$	73,222	$	21,580	$	54,698	$	149,500
Entertainment, CAS and other		7,248		1,000		651		8,899

Total service revenue	$	80,470	$	22,580	$	55,349	$	158,399

Equipment revenue
ATG	$	2,247	$	—	$	20,099	$	22,346
Satellite		1,178		13,127		5,292		19,597
Other		240		—		600		840

Total equipment revenue	$	3,665	$	13,127	$	25,991	$	42,783

Customer type
Airline passenger and aircraft owner/operator	$	45,744	$	7,204	$	55,349	$	108,297
Airline, OEM and aftermarket dealer		28,258		26,400		25,991		80,649
Third party		10,133		2,103		—		12,236

Total revenue	$	84,135	$	35,707	$	81,340	$	201,182


	For the Three Months Ended
	September 30, 2018
	CA-NA		CA-ROW		BA		Total
Service revenue
Connectivity	$	85,930	$	17,168	$	48,926	$	152,024
Entertainment, CAS and other		7,513		478		361		8,352

Total service revenue	$	93,443	$	17,646	$	49,287	$	160,376

Equipment revenue
ATG	$	2,518	$	—	$	20,158	$	22,676
Satellite		12,509		17,551		4,022		34,082
Other		—		—		123		123

Total equipment revenue	$	15,027	$	17,551	$	24,303	$	56,881

Customer type
Airline passenger and aircraft owner/operator	$	53,873	$	6,086	$	49,287	$	109,246
Airline, OEM and aftermarket dealer		39,336		27,146		24,303		90,785
Third party		15,261		1,965		—		17,226

Total revenue	$	108,470	$	35,197	$	73,590	$	217,257


	For the Nine Months Ended
	September 30, 2019
	CA-NA		CA-ROW		BA		Total
Service revenue
Connectivity	$	243,273	$	62,090	$	161,559	$	466,922
Entertainment, CAS and other		25,626		2,835		1,759		30,220

Total service revenue	$	268,899	$	64,925	$	163,318	$	497,142

Equipment revenue
ATG	$	10,755	$	—	$	43,778	$	54,533
Satellite		5,137		40,430		14,336		59,903
Other		1,140		—		1,698		2,838

Total equipment revenue	$	17,032	$	40,430	$	59,812	$	117,274

Customer type
Airline passenger and aircraft owner/operator	$	155,993	$	19,822	$	163,318	$	339,133
Airline, OEM and aftermarket dealer		96,054		79,571		59,812		235,437
Third party		33,884		5,962		—		39,846

Total revenue	$	285,931	$	105,355	$	223,130	$	614,416


	For the Nine Months Ended
	September 30, 2018
	CA-NA		CA-ROW		BA		Total
Service revenue
Connectivity	$	256,803	$	45,365	$	144,149	$	446,317
Entertainment, CAS and other		21,169		1,711		913		23,793

Total service revenue	$	277,972	$	47,076	$	145,062	$	470,110

Equipment revenue
ATG (1)	$	49,534	$	—	$	56,076	$	105,610
Satellite (1)		44,435		40,935		12,741		98,111
Other		—		—		2,709		2,709

Total equipment revenue	$	93,969	$	40,935	$	71,526	$	206,430

Customer type
Airline passenger and aircraft owner/operator	$	161,515	$	15,912	$	145,062	$	322,489
Airline, OEM and aftermarket dealer (2)		165,903		66,151		71,526		303,580
Third party		44,523		5,948		—		50,471

Total revenue	$	371,941	$	88,011	$	216,588	$	676,540

ATG and satellite equipment revenue for the

CA-NA

2)	Airline, OEM and aftermarket dealer revenue includes all equipment revenue for our three segments, including the $45.4 million accounting impact of the transition of one of our airline partners to the airline-directed model.

Net Loss Per Share (Tables)

9 Months Ended

Sep. 30, 2019

Earnings Per Share [Abstract]

Computation of Basic and Diluted Earnings Per Share

in thousands, except per share amounts


	For the Three Months						For the Nine Months
	Ended September 30,						Ended September 30,
	2019			2018			2019			2018
Net loss	$	(22,891	)	$	(37,717	)	$	(123,653	)	$	(102,343	)
Less: Participation rights of the Forward Transactions		—			—			—			—

Undistributed losses	$	(22,891	)	$	(37,717	)	$	(123,653	)	$	(102,343	)

Weighted-average common shares outstanding-basic and diluted		80,908			80,196			80,370			79,948

Net loss attributable to common stock per share-basic and diluted	$	(0.28	)	$	(0.47	)	$	(1.54	)	$	(1.28	)

Inventories (Tables)

9 Months Ended

Sep. 30, 2019

Inventory Disclosure [Abstract]

Components of Inventories

Inventories as of September 30, 2019 and December 31, 2018 were as follows (

in thousands


	September 30,		December 31,
	2019		2018
Work-in-process component parts	$	27,644	$	30,340
Finished goods (1)		105,769		162,705

Total inventory	$	133,413	$	193,045

(1)

The change between September 30, 2019 and December 31, 2018 includes the $

46.8

million accounting impact of one of our airline partner agreements transitioning to the turnkey model in January 2019 (see Note 1, “Basis of Presentation,” for additional information).

Composition of Certain Balance Sheet Accounts (Tables)

9 Months Ended

Sep. 30, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets as of September 30, 2019 and December 31, 2018 were as follows (

in thousands


	September 30,		December 31,
	2019		2018
Contract assets	$	11,518	$	10,423
Prepaid satellite services		1,026		7,755
Restricted cash		535		1,535
Other		11,939		14,982

Total prepaid expenses and other current assets	$	25,018	$	34,695

Property and Equipment

Property and equipment as of September 30, 2019 and December 31, 2018 were as follows (

in thousands


	September 30,			December 31,
	2019			2018
Office equipment, furniture, fixtures and other	$	54,833		$	52,320
Leasehold improvements		44,832			44,838
Airborne equipment (1)		737,999			642,151
Network equipment		209,501			205,463

		1,047,165			944,772
Accumulated depreciation		(494,125	)		(432,905	)

Total property and equipment, net	$	553,040		$	511,867

(1)	The change between September 30, 2019 and December 31, 2018 includes the $46.8 million accounting impact of one of our airline partner agreements transitioning to the turnkey model in January 2019 (see Note 1, “Basis of Presentation,” for additional information).

Schedule of Other Non-Current Assets

Other

non-current

assets as of September 30, 2019 and December 31, 2018 were as follows (

in thousands


	September 30,		December 31,
	2019		2018
Contract assets	$	49,796	$	49,517
Deferred STC costs		17,618		16,453
Restricted cash		7,424		5,426
Other		8,831		12,816

Total other non-current assets	$	83,669	$	84,212

Accrued Liabilities

Accrued liabilities as of September 30, 2019 and December 31, 2018 were as follows (

in thousands


	September 30,		December 31,
	2019		2018
Airline related accrued liabilities	$	44,123	$	53,527
Accrued interest		44,701		46,694
Employee compensation and benefits		25,330		19,463
Airborne equipment and installation costs		12,851		25,119
Accrued satellite network costs		16,585		19,557
Warranty reserve		11,579		12,291
Operating leases (1)		11,917		—
Other		33,667		36,460

Total accrued liabilities	$	200,753	$	213,111

(1)	The change between September 30, 2019 and December 31, 2018 is due to the adoption of ASC 842. See Note 2, “Recent Accounting Pronouncements,” for additional information.

Other Non-Current Liabilities

Other

non-current

liabilities as of September 30, 2019 and December 31, 2018 were as follows (

in thousands


	September 30,		December 31,
	2019		2018
Deferred revenue	$	30,154	$	21,482
Deferred rent (1)		—		35,897
Asset retirement obligations		11,243		9,696
Deferred tax liabilities		2,295		2,162
Other		10,082		10,954

Total other non-current liabilities	$	53,774	$	80,191

(1)	The change between September 30, 2019 and December 31, 2018 is due to the adoption of ASC 842. See Note 2, “Recent Accounting Pronouncements,” for additional information.

Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets, Other than Goodwill

Our intangible assets, other than goodwill, as of September 30, 2019 and December 31, 2018 were as follows (

in thousands, except for weighted average remaining useful life


	Weighted
	Average		As of September 30, 2019							As of December 31, 2018
	Remaining		Gross					Net		Gross					Net
	Useful Life		Carrying		Accumulated			Carrying		Carrying		Accumulated			Carrying
	(in years)		Amount		Amortization			Amount		Amount		Amortization			Amount
Amortized intangible assets:
Software		2.7	$	176,539	$	(131,144	)	$	45,395	$	164,580	$	(116,873	)	$	47,707
Service customer relationship		0.5		8,081		(7,566	)		515		8,081		(6,804	)		1,277
Other intangible assets		7.8		3,000		(1,432	)		1,568		3,000		(1,396	)		1,604
OEM and dealer relationships				6,724		(6,724	)		—		6,724		(6,724	)		—

Total amortized intangible assets				194,344		(146,866	)		47,478		182,385		(131,797	)		50,588
Unamortized intangible assets:
FCC Licenses				32,283		—			32,283		32,283		—			32,283

Total intangible assets			$	226,627	$	(146,866	)	$	79,761	$	214,668	$	(131,797	)	$	82,871

Summary of Amortization Expenses

Amortization expense for each of the next five years and thereafter is estimated to be as follows (

in thousands


	Amortization
Years ending December 31,	Expense
2019 (period from October 1 to December 31)	$	5,151
2020	$	18,394
2021	$	13,573
2022	$	8,068
2023	$	1,310
Thereafter	$	982

Long-Term Debt and Other Liabilities (Tables)

9 Months Ended

Sep. 30, 2019

Debt Disclosure [Abstract]

Schedule of Long-Term Debt

Long-term debt as of September 30, 2019 and December 31, 2018 was as follows (

in thousands


	September 30,			December 31,
	2019			2018
2024 Senior Secured Notes	$	920,965		$	—
2022 Senior Secured Notes		—			702,670
2022 Convertible Notes		198,818			190,083
2020 Convertible Notes		2,498			149,195

Total debt		1,122,281			1,041,948
Less deferred financing costs		(26,115	)		(17,055	)

Total long-term debt	$	1,096,166		$	1,024,893

Summary of Redemption Prices Plus Accrued and Unpaid Interest

the 2024 Senior Secured Notes will be redeemable at the following redemption prices (expressed in percentages of principal amount), plus accrued and unpaid interest, if any, to (but not including) the redemption date (subject to the right of holders of record on the relevant regular record date on or prior to the redemption date to receive interest due on an interest payment date), if redeemed during the twelve-month period commencing on May 1 of the following years:


Year	Redemption Price
2021		104.938	%
2022		102.469	%
2023 and thereafter		100.000	%

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28541-108399

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28551-108399

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21521-112644

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21538-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644

+ Details

Leases (Tables)

9 Months Ended

Sep. 30, 2019

Leases [Abstract]

Lease expense included in the unaudited condensed consolidated statements of operations

The following is a summary of our lease expense included in the unaudited condensed consolidated statements of operations

(in thousands)


	For the Three Months Ended		For the Nine Months Ended
	September 30, 2019		September 30, 2019
Operating lease cost	$	4,878	$	14,990
Financing lease cost
Amortization of leased assets		172		548
Interest on lease liabilities		8		35

Total lease cost	$	5,058	$	15,573

Schedule Includes Other information About Leases

Other information regarding our leases is as follows

(in thousands, except lease terms and discount rates)


	For the Three Months Ended		For the Nine Months Ended
	September 30, 2019		September 30, 2019
Supplemental cash flow information
Cash paid for amounts included in measurement of lease liabilities:
Operating cash flows used in operating leases	$	5,842	$	17,750
Operating cash flows used in financing leases		8		35
Financing cash flows used in financing leases		169		552
Right-of-use assets obtained in exchange for lease obligations:
Operating leases		2,584		3,631
Weighted average remaining lease term
Operating leases				8 years
Financing leases				1 year
Weighted average discount rate
Operating leases				10.3	%
Financing leases				8.1	%

Annual future minimum lease payments

Annual future minimum lease payments as of September 30, 2019

(in thousands)


Years ending December 31,	Operating Leases			Financing Leases
2019 (period from October 1 to December 31)	$	5,733		$	119
2020		22,030			197
2021		21,763			—
2022		20,109			—
2023		16,246			—
Thereafter		76,910			—

Total future minimum lease payments		162,791			316
Less: Amount representing interest		(54,666	)		(15	)

Present value of net minimum lease payments	$	108,125		$	301

Reported as of September 30, 2019
Accrued liabilities	$	11,917		$	295
Non-current operating lease liabilities		96,208			—
Other non-current liabilities		—			6

Total lease liabilities	$	108,125		$	301

As of December 31, 2018, annual future minimum obligations for operating leases for each of the next five years and thereafter, were as follows (

in thousands


Years ending December 31,	Operating Leases
2019	$	21,902
2020	$	19,867
2021	$	19,742
2022	$	18,420
2023	$	14,826
Thereafter	$	78,100

Fair Value of Financial Assets and Liabilities (Tables)

9 Months Ended

Sep. 30, 2019

Fair Value Disclosures [Abstract]

Summary of Fair Value and Carrying Value of Long-Term Debt

The fair value and carrying value of long-term debt as of September 30, 2019 and December 31, 2018 were as follows

(in thousands)


	September 30, 2019					December 31, 2018
	Fair Value (1)		Carrying Value			Fair Value (1)		Carrying Value
2024 Senior Secured Notes	$	999,000	$	920,965	(2)	$	—	$	—
2022 Senior Secured Notes		—		—			737,000		702,670	(3)
2022 Convertible Notes		284,000		198,818	(4)		216,000		190,083	(4)
2020 Convertible Notes		2,498		2,498			150,000		149,195	(5)

(1)	Fair value amounts are rounded to the nearest million, except for the 2020 Convertible Notes , as of September 30, 2019.

(2)	Carrying value of the 2024 Senior Secured Notes reflects the unaccreted debt discount of $ 4.0 million as of September 30, 2019. See Note 9, “Long-Term Debt and Other Liabilities,” for further information.

(3)	Carrying value of the 2022 Senior Secured Notes reflects the unamortized debt premium and Consent Fees of $ 12.7 million as of December 31, 2018. See Note 9, “Long-Term Debt and Other Liabilities,” for further information.

(4)	Carrying value of the 2022 Convertible Notes reflects the unaccreted debt discount of $ 38.9 million and $ 47.7 million, respectively, as of September 30, 2019 and December 31, 2018. See Note 9, “Long-Term Debt and Other Liabilities,” for further information.

(5)	Carrying value of the 2020 Convertible Notes reflects the unaccreted debt discount of $ 12.8 million as of December 31, 2018. See Note 9, “Long-Term Debt and Other Liabilities,” for further information.

Business Segments and Major Customers (Tables)

9 Months Ended

Sep. 30, 2019

Segment Reporting [Abstract]

Summary of Reportable Segments

Information regarding our reportable segments is as follows (

in thousands


	For the Three Months Ended
	September 30, 2019
	CA-NA		CA-ROW			BA		Total
Service revenue	$	80,470	$	22,580		$	55,349	$	158,399
Equipment revenue		3,665		13,127			25,991		42,783

Total revenue	$	84,135	$	35,707		$	81,340	$	201,182

Segment profit (loss)	$	12,208	$	(13,659	)	$	36,951	$	35,500


	For the Three Months Ended
	September 30, 2018
	CA-NA		CA-ROW			BA		Total
Service revenue	$	93,443	$	17,646		$	49,287	$	160,376
Equipment revenue		15,027		17,551			24,303		56,881

Total revenue	$	108,470	$	35,197		$	73,590	$	217,257

Segment profit (loss)	$	8,699	$	(22,747	)	$	35,178	$	21,130

	For the Nine Months Ended
	September 30, 2019
	CA-NA		CA-ROW			BA		Total
Service revenue	$	268,899	$	64,925		$	163,318	$	497,142
Equipment revenue		17,032		40,430			59,812		117,274

Total revenue	$	285,931	$	105,355		$	223,130	$	614,416

Segment profit (loss)	$	59,921	$	(50,073	)	$	101,739	$	111,587


	For the Nine Months Ended
	September 30, 2018
	CA-NA		CA-ROW			BA		Total
Service revenue	$	277,972	$	47,076		$	145,062	$	470,110
Equipment revenue (1)		93,969		40,935			71,526		206,430

Total revenue	$	371,941	$	88,011		$	216,588	$	676,540

Segment profit (loss)	$	17,396	$	(69,826	)	$	104,180	$	51,750

(1)	CA-NA equipment revenue for the nine month period ended September 30, 2018 includes the accounting impact of the transition of one of our airline partners to the airline-directed model. See Note 1, “Basis of Presentation,” for additional information.

Reconciliation of Segment Profit (loss)

A reconciliation of segment profit (loss) to the relevant consolidated amounts is as follows (

in thousands


	For the Three Months						For the Nine Months
	Ended September 30,						Ended September 30,
	2019			2018			2019			2018
CA-NA segment profit	$	12,208		$	8,699		$	59,921		$	17,396
CA-ROW segment loss		(13,659	)		(22,747	)		(50,073	)		(69,826	)
BA segment profit		36,951			35,178			101,739			104,180

Total segment profit		35,500			21,130			111,587			51,750
Interest income		987			903			3,366			3,307
Interest expense		(30,740	)		(30,743	)		(99,444	)		(91,938	)
Depreciation and amortization		(29,292	)		(32,590	)		(90,008	)		(100,447	)
Transition to airline-directed model		—			—			—			21,551
Amortization of deferred airborne lease incentives (1)		6,335			8,074			21,365			23,166
Amortization of STC costs		(1,259	)		(292	)		(1,901	)		(719	)
Stock-based compensation expense		(4,066	)		(3,932	)		(12,711	)		(12,531	)
Loss on extinguishment of debt		—			—			(57,962	)		—
Other income (expense)		(143	)		(72	)		2,779			59

Loss before income taxes	$	(22,678	)	$	(37,522	)	$	(122,929	)	$	(105,802	)

(1)	Amortization of deferred airborne lease incentive relates to our CA-NA and CA-ROW segments. See Note 11, “Leases,” for further information.

Employee Retirement and Postretirement Benefits (Tables)

9 Months Ended

Sep. 30, 2019

Text Block [Abstract]

Summary of Stock-Based Compensation Expense by Operating Expense

The following is a summary of our stock-based compensation expense by operating expense line in the unaudited condensed consolidated statements of operations

(in thousands)


	For the Three Months				For the Nine Months
	Ended September 30,				Ended September 30,
	2019		2018		2019		2018
Cost of service revenue	$	394	$	303	$	1,196	$	1,184
Cost of equipment revenue		60		33		211		146
Engineering, design and development		717		812		2,271		2,505
Sales and marketing		849		901		2,786		3,209
General and administrative		2,046		1,883		6,247		5,487

Total stock-based compensation expense	$	4,066	$	3,932	$	12,711	$	12,531

Basis of Presentation - Additional Information (Detail) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2019 USD ($) Segment ClassOfCommonStock	Dec. 31, 2018 USD ($) ClassOfCommonStock	Jan. 01, 2019 USD ($)
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Property, Plant and Equipment, Net	$ 553,040	$ 511,867
Number Of Classes Of Common Stock Outstanding \| ClassOfCommonStock	1	1
Number of Operating Segments \| Segment	3
Current Financing Lease Liabilities [Member] \| Previously Reported [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Accrued Liabilities		$ 652
Air Line Inventory [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Property, Plant and Equipment, Net			$ 46,800

Basis of Presentation - Summary of Financial Effects Due to Transition of Agreements (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Prepaid expense and other current assets	$ 25,018		$ 25,018		$ 34,695
Property and equipment, net	(553,040)		(553,040)		(511,867)
Other non-current assets	83,669		83,669		84,212
Accrued liabilities	200,753		200,753		213,111
Current deferred airborne lease incentive	24,954		24,954		24,145
Non-current deferred airborne lease incentive	133,328		133,328		$ 129,086
Equipment revenue	201,182	$ 217,257	614,416	$ 676,540
Cost of equipment revenue	28,830	$ 53,960	94,132	$ 170,603
Transition Agreements To Airline-directed Model [Member]
Prepaid expense and other current assets	6,603		6,603
Property and equipment, net	(32,716)		(32,716)
Other non-current assets	18,783		18,783
Accrued liabilities	2,000		2,000
Current deferred airborne lease incentive	(13,592)		(13,592)
Non-current deferred airborne lease incentive	$ (17,289)		(17,289)
Equipment revenue			45,396
Cost of equipment revenue			$ 23,845

Recent Accounting Pronouncements - Summary of Adoption Impact of ASC 842 on Unaudited Condensed Consolidated Balance Sheet (Detail) - USD ($) $ in Thousands	Sep. 30, 2019	Jan. 01, 2019	Dec. 31, 2018
Assets
Operating lease right-of-use assets	$ 84,483
Liabilities
Accrued liabilities	200,753		$ 213,111
Non-current operating lease liabilities	96,208
Other non-current liabilities	53,774		80,191
Equity
Accumulated deficit	(1,355,420)		$ (1,228,674)
Accounting Standards Update 2016-02 [Member]
Assets
Operating lease right-of-use assets		$ 72,188
Liabilities
Accrued liabilities		222,130
Non-current operating lease liabilities		102,440
Other non-current liabilities		44,013
Equity
Accumulated deficit		$ (1,231,767)
Difference between Guidance in Effect Before and after Topic 606 and ASC 34040 [Member] \| Accounting Standards Update 2016-02 [Member]
Assets
Operating lease right-of-use assets	72,188
Liabilities
Accrued liabilities	9,019
Non-current operating lease liabilities	102,440
Other non-current liabilities	(36,178)
Equity
Accumulated deficit	$ (3,093)

Revenue Recognition - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Revenue from Contracts with Customers [Line Items]
Transaction price allocated to remaining performance obligations	$ 551.0		$ 551.0
Service revenue occurring period			1 year
Future equipment revenue recognition period			next one to three years
Future Equipment Revenue [Member]
Revenue from Contracts with Customers [Line Items]
Equipment revenue			$ 79.0
Connectivity and Entertainment Service Revenues [Member]
Revenue from Contracts with Customers [Line Items]
Transaction price allocated to remaining performance obligations	472.0		472.0
Airline [Member]
Revenue from Contracts with Customers [Line Items]
Contract assets, current and non-current	61.3		61.3		$ 59.9
Accounting Standards Update 2014-09 [Member]
Revenue from Contracts with Customers [Line Items]
Deferred revenue, current and non-current	62.7		62.7		60.1
Deferred STC costs	17.6		17.6		$ 16.5
Accounting Standards Update 2014-09 [Member] \| Engineering, Design and Development [Member]
Revenue from Contracts with Customers [Line Items]
Amortization expense	$ 1.3	$ 0.3	$ 1.9	$ 0.7

Revenue Recognition - Summary of Revenue Disaggregated by Category (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	$ 201,182	$ 217,257	$ 614,416	$ 676,540
Airline Passenger and Aircraft Owner/Operator [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	108,297	109,246	339,133	322,489
Airline, OEM and Aftermarket Dealer [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	80,649	90,785	235,437	303,580
Third Party [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	12,236	17,226	39,846	50,471
Service Revenue [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	158,399	160,376	497,142	470,110
Service Revenue [Member] \| Connectivity [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	149,500	152,024	466,922	446,317
Service Revenue [Member] \| Entertainment, CAS and Other [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	8,899	8,352	30,220	23,793
Equipment Revenue [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	42,783	56,881	117,274	206,430
Equipment Revenue [Member] \| ATG [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	22,346	22,676	54,533	105,610
Equipment Revenue [Member] \| Satellite [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	19,597	34,082	59,903	98,111
Equipment Revenue [Member] \| Other [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	840	123	2,838	2,709
CA-NA [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	84,135	108,470	285,931	371,941
CA-NA [Member] \| Airline Passenger and Aircraft Owner/Operator [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	45,744	53,873	155,993	161,515
CA-NA [Member] \| Airline, OEM and Aftermarket Dealer [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	28,258	39,336	96,054	165,903
CA-NA [Member] \| Third Party [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	10,133	15,261	33,884	44,523
CA-NA [Member] \| Service Revenue [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	80,470	93,443	268,899	277,972
CA-NA [Member] \| Service Revenue [Member] \| Connectivity [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	73,222	85,930	243,273	256,803
CA-NA [Member] \| Service Revenue [Member] \| Entertainment, CAS and Other [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	7,248	7,513	25,626	21,169
CA-NA [Member] \| Equipment Revenue [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	3,665	15,027	17,032	93,969
CA-NA [Member] \| Equipment Revenue [Member] \| ATG [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	2,247	2,518	10,755	49,534
CA-NA [Member] \| Equipment Revenue [Member] \| Satellite [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	1,178	12,509	5,137	44,435
CA-NA [Member] \| Equipment Revenue [Member] \| Other [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	240		1,140
CA-ROW [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	35,707	35,197	105,355	88,011
CA-ROW [Member] \| Airline Passenger and Aircraft Owner/Operator [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	7,204	6,086	19,822	15,912
CA-ROW [Member] \| Airline, OEM and Aftermarket Dealer [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	26,400	27,146	79,571	66,151
CA-ROW [Member] \| Third Party [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	2,103	1,965	5,962	5,948
CA-ROW [Member] \| Service Revenue [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	22,580	17,646	64,925	47,076
CA-ROW [Member] \| Service Revenue [Member] \| Connectivity [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	21,580	17,168	62,090	45,365
CA-ROW [Member] \| Service Revenue [Member] \| Entertainment, CAS and Other [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	1,000	478	2,835	1,711
CA-ROW [Member] \| Equipment Revenue [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	13,127	17,551	40,430	40,935
CA-ROW [Member] \| Equipment Revenue [Member] \| Satellite [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	13,127	17,551	40,430	40,935
BA [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	81,340	73,590	223,130	216,588
BA [Member] \| Airline Passenger and Aircraft Owner/Operator [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	55,349	49,287	163,318	145,062
BA [Member] \| Airline, OEM and Aftermarket Dealer [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	25,991	24,303	59,812	71,526
BA [Member] \| Service Revenue [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	55,349	49,287	163,318	145,062
BA [Member] \| Service Revenue [Member] \| Connectivity [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	54,698	48,926	161,559	144,149
BA [Member] \| Service Revenue [Member] \| Entertainment, CAS and Other [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	651	361	1,759	913
BA [Member] \| Equipment Revenue [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	25,991	24,303	59,812	71,526
BA [Member] \| Equipment Revenue [Member] \| ATG [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	20,099	20,158	43,778	56,076
BA [Member] \| Equipment Revenue [Member] \| Satellite [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	5,292	4,022	14,336	12,741
BA [Member] \| Equipment Revenue [Member] \| Other [Member]
Disaggregation of Revenue [Line Items]
Disaggregation of revenue	$ 600	$ 123	$ 1,698	$ 2,709

Revenue Recognition - Summary of Revenue Disaggregated by Category (Parenthetical) (Detail) $ in Millions	9 Months Ended
	Sep. 30, 2019 USD ($) Segment
Disaggregation of Revenue [Line Items]
Number of operating segments \| Segment	3
ATG [Member] \| CA-NA [Member]
Disaggregation of Revenue [Line Items]
Equipment revenue	$ 43.4
Satellite [Member] \| CA-NA [Member]
Disaggregation of Revenue [Line Items]
Equipment revenue	2.0
Airline, OEM and Aftermarket Dealer [Member] \| Product [Member] \| Transition Agreements To Airline-directed Model [Member] \| CA-NA [Member]
Disaggregation of Revenue [Line Items]
Equipment revenue	45.4
Airline Partners [Member] \| Product [Member] \| Transition Agreements To Airline-directed Model [Member] \| CA-NA [Member]
Disaggregation of Revenue [Line Items]
Equipment revenue	$ 45.4

Net Loss Per Share - Computation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Earnings Per Share [Abstract]
Net loss	$ (22,891)	$ (37,717)	$ (123,653)	$ (102,343)
Less: Participation rights of the Forward Transactions
Undistributed losses	$ (22,891)	$ (37,717)	$ (123,653)	$ (102,343)
Weighted-average common shares outstanding-basic and diluted	80,908	80,196	80,370	79,948
Net loss attributable to common stock per share-basic and diluted	$ (0.28)	$ (0.47)	$ (1.54)	$ (1.28)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Inventories - Components of Inventories (Detail) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Inventory Disclosure [Abstract]
Work-in-process component parts	$ 27,644	$ 30,340
Finished goods	105,769	162,705
Total inventory	$ 133,413	$ 193,045

Inventories - Components of Inventories (Parenthetical) (Detail) - USD ($) $ in Thousands	Sep. 30, 2019	Jan. 01, 2019	Dec. 31, 2018
Inventory [Line Items]
Property and equipment, net	$ 553,040		$ 511,867
Air Line Inventory [Member]
Inventory [Line Items]
Property and equipment, net		$ 46,800

Composition of Certain Balance Sheet Accounts - Schedule of Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Prepaid Expense and Other Assets [Abstract]
Contract assets	$ 11,518	$ 10,423
Prepaid satellite services	1,026	7,755
Restricted cash	535	1,535
Other	11,939	14,982
Total prepaid expenses and other current assets	$ 25,018	$ 34,695

Composition of Certain Balance Sheet Accounts - Property and Equipment (Detail) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 1,047,165	$ 944,772
Accumulated depreciation	(494,125)	(432,905)
Total property and equipment, net	553,040	511,867
Office Equipment, Furniture, Fixtures and Other [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	54,833	52,320
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	44,832	44,838
Airborne Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	737,999	642,151
Network Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 209,501	$ 205,463

Composition of Certain Balance Sheet Accounts - Schedule of Other Non-Current Assets (Detail) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Other Assets, Noncurrent [Abstract]
Contract assets	$ 49,796	$ 49,517
Deferred STC costs	17,618	16,453
Restricted cash	7,424	5,426
Other	8,831	12,816
Total other non-current assets	$ 83,669	$ 84,212

Composition of Certain Balance Sheet Accounts - Accrued Liabilities (Detail) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Accrued Liabilities, Current [Abstract]
Airline related accrued liabilities	$ 44,123	$ 53,527
Accrued interest	44,701	46,694
Employee compensation and benefits	25,330	19,463
Airborne equipment and installation costs	12,851	25,119
Accrued satellite network costs	16,585	19,557
Warranty reserve	11,579	12,291
Operating leases	11,917
Other	33,667	36,460
Total accrued liabilities	$ 200,753	$ 213,111

Composition of Certain Balance Sheet Accounts - Other Non-Current Liabilities (Detail) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Other Liabilities, Noncurrent [Abstract]
Deferred revenue	$ 30,154	$ 21,482
Deferred rent		35,897
Asset retirement obligations	11,243	9,696
Deferred tax liabilities	2,295	2,162
Other	10,082	10,954
Total other non-current liabilities	$ 53,774	$ 80,191

Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 0.6		$ 0.6		$ 0.6
Amortization expense	$ 4.6	$ 4.9	$ 15.1	$ 16.5

Intangible Assets - Schedule of Intangible Assets, Other than Goodwill (Detail) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2019	Dec. 31, 2018
Intangible Assets Net Excluding Goodwill [Line Items]
Total intangible assets, Gross Carrying Amount	$ 226,627	$ 214,668
Amortized intangible assets, Gross Carrying Amount	194,344	182,385
Amortized intangible assets, Accumulated Amortization	(146,866)	(131,797)
Amortized intangible assets, Net Carrying Amount	47,478	50,588
Total intangible assets, Net Carrying Amount	79,761	82,871
FCC Licenses [Member]
Intangible Assets Net Excluding Goodwill [Line Items]
Total unamortized intangible assets, Gross Carrying Amount	32,283	32,283
Total unamortized intangible assets, Net Carrying Amount	$ 32,283	32,283
Software [Member]
Intangible Assets Net Excluding Goodwill [Line Items]
Weighted Average Remaining Useful Life (in years)	2 years 8 months 12 days
Amortized intangible assets, Gross Carrying Amount	$ 176,539	164,580
Amortized intangible assets, Accumulated Amortization	(131,144)	(116,873)
Amortized intangible assets, Net Carrying Amount	45,395	47,707
OEM and Dealer Relationships [Member]
Intangible Assets Net Excluding Goodwill [Line Items]
Amortized intangible assets, Gross Carrying Amount	6,724	6,724
Amortized intangible assets, Accumulated Amortization	$ (6,724)	(6,724)
Service Customer Relationships [Member]
Intangible Assets Net Excluding Goodwill [Line Items]
Weighted Average Remaining Useful Life (in years)	6 months
Amortized intangible assets, Gross Carrying Amount	$ 8,081	8,081
Amortized intangible assets, Accumulated Amortization	(7,566)	(6,804)
Amortized intangible assets, Net Carrying Amount	$ 515	1,277
Other Intangible Assets [Member]
Intangible Assets Net Excluding Goodwill [Line Items]
Weighted Average Remaining Useful Life (in years)	7 years 9 months 18 days
Amortized intangible assets, Gross Carrying Amount	$ 3,000	3,000
Amortized intangible assets, Accumulated Amortization	(1,432)	(1,396)
Amortized intangible assets, Net Carrying Amount	$ 1,568	$ 1,604

Intangible Assets - Summary of Amortization Expenses (Detail) $ in Thousands	Sep. 30, 2019 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2019 (period from October 1 to December 31)	$ 5,151
2020	18,394
2021	13,573
2022	8,068
2023	1,310
Thereafter	$ 982

Long-Term Debt and Other Liabilities - Additional Information (Detail) $ / shares in Units, shares in Millions							1 Months Ended						3 Months Ended		9 Months Ended		12 Months Ended
	May 07, 2019 USD ($)	Apr. 25, 2019 USD ($)	Apr. 18, 2019 USD ($)	Jan. 03, 2017 USD ($)	Jun. 14, 2016 USD ($)	Mar. 03, 2015 USD ($) $ / shares shares	Aug. 26, 2019 USD ($) ClassOfCommonStock Tradingday	May 03, 2019 USD ($)	Nov. 30, 2018 USD ($)	Nov. 21, 2018 USD ($) $ / shares	Sep. 25, 2017 USD ($)	Mar. 31, 2015 shares	Sep. 30, 2019 USD ($)	Sep. 30, 2018 USD ($)	Sep. 30, 2019 USD ($) Tradingday shares	Sep. 30, 2018 USD ($) shares	Dec. 31, 2018 USD ($)
Debt Instrument [Line Items]
Proceeds from issuance of debt															$ 920,683,000
Total debt													$ 1,122,281,000		1,122,281,000		$ 1,041,948,000
Amortization of deferred financing costs													1,328,000	$ 1,060,000	3,901,000	$ 3,143,000
Additional paid-in-capital													975,462,000		$ 975,462,000		963,458,000
Forward stock repurchase transactions amount						$ 140,000,000
Forward stock repurchase transaction, shares \| shares															7.2	7.2
Repayment of convertible notes															$ 159,502,000
Margin On LIBOR							London inter-bank offered rate plus an applicable margin ranging from 1.50% to 2.00%
Debt instrument maturity date description							The final maturity of the ABL Credit Facility is August 26, 2022, unless the aggregate outstanding principal amount of our 2022 Convertible Notes (as defined below) has not, on or prior to December 15, 2021, been repaid in full or refinanced with a new maturity date no earlier than February 26, 2023, in which case the final maturity date shall instead be December 16, 2021.
Letters of Credit [Member]
Debt Instrument [Line Items]
Restricted cash													8,000,000		8,000,000		7,000,000
Minimum [Member] \| London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Interest Rate On Debt							1.50%
Minimum [Member] \| Base Rate [Member]
Debt Instrument [Line Items]
Interest Rate On Debt							0.50%
Maximum [Member] \| London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Interest Rate On Debt							2.00%
Maximum [Member] \| Base Rate [Member]
Debt Instrument [Line Items]
Interest Rate On Debt							1.00%
ABL Credit Facility [Member]
Debt Instrument [Line Items]
Effective interest rate on convertible notes							15.00%
Common stock price trading days \| Tradingday							30
Line of Credit Facility, Current Borrowing Capacity													4,500,000		4,500,000
ABL Credit Facility [Member] \| JP Morgan Chase Bank NA [Member]
Debt Instrument [Line Items]
Credit Facility borrowing base availability							$ 30,000,000
ABL Credit Facility [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Unused Borrowing Fee Percentage							0.25%
Fixed Charge Coverage Ratio \| ClassOfCommonStock							100
Minimum Fixed Charge Coverage Ratio \| ClassOfCommonStock							100
ABL Credit Facility [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Unused Borrowing Fee Percentage							0.375%
Fixed Charge Coverage Ratio \| ClassOfCommonStock							110
Convertible Notes [Member]
Debt Instrument [Line Items]
Forward stock repurchase transaction, shares \| shares						7.2
Forward stock repurchase transaction, settlement date						Mar. 01, 2020
12.500% Senior Secured Notes Due 2022 [Member]
Debt Instrument [Line Items]
Aggregate principal amount					$ 525,000,000
Interest rate					12.50%
Unamortized debt premium and consent fees													11,700,000		$ 11,700,000
Interest rate payable term															semi-annually
Loan origination fees															$ 15,900,000
Amortization of deferred financing costs														700,000	1,000,000	$ 2,000,000
Payment Of Premium On Debt Redemption															$ 51,400,000
12.500% Senior Secured Notes Due 2022 [Member] \| Condition One [Member]
Debt Instrument [Line Items]
Debt instrument redemption price percentage of principal amount redeemed															40.00%
Debt instrument redemption price, percentage															109.875%
Outstanding redemption percentage															50.00%
12.500% Senior Secured Notes Due 2022 [Member] \| Additional Notes [Member] \| January Two Thousand And Seventeen Additional Notes [Member]
Debt Instrument [Line Items]
Aggregate principal amount				$ 65,000,000
Interest rate				12.50%
Issue price as percentage of face value				108.00%
Proceeds from issuance of debt				$ 70,200,000
12.500% Senior Secured Notes Due 2022 [Member] \| Additional Notes [Member] \| September Two Thousand And Seventeen Additional Notes [Member]
Debt Instrument [Line Items]
Aggregate principal amount											$ 100,000,000
Interest rate											12.50%
Issue price as percentage of face value											113.00%
Proceeds from issuance of debt											$ 113,000,000
Accrued interest received											$ 2,900,000
12.500% Senior Secured Notes Due 2022 [Member] \| Supplemental Indenture [Member]
Debt Instrument [Line Items]
Consent fees paid															$ 1,400,000
3.75% Convertible Senior Notes [Member]
Debt Instrument [Line Items]
Aggregate principal amount						$ 361,900,000
Interest rate						3.75%
Interest rate payable term						semi-annually
Amortization of deferred financing costs														$ 400,000	300,000	$ 1,100,000
Debt instrument redemption price, percentage						100.00%
Option granted to initial purchasers						$ 60,000,000
Additional paid-in-capital						100,000,000
Convertible Notes, carrying amount of liability component						261,900,000							$ 2,498,000		$ 2,498,000		149,195,000
Effective interest rate on convertible notes													11.50%		11.50%
Proceeds received from the issuance of the convertible notes						$ 361,900,000									$ 2,500,000		162,000,000
Convertible Notes, unamortized discount																	12,800,000
Conversion rate						41.9274
Principal amount						$ 1,000									1,000
Conversion price \| $ / shares						$ 23.85
Multiples of principal amount						$ 1,000
Forward stock repurchase transactions amount						140,000,000
Forward stock repurchase transaction, shares \| shares												7.2
Repayment of convertible notes									$ 199,900,000
Increase in convertale notes									$ 17,900,000
Debt Instrument Redemption Price			$ 1,000
Debt Instrument Principal Redemption			$ 1,000
Debt Issuance Costs, Net													$ 0		$ 0		900,000
3.75% Convertible Senior Notes [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Percentage of common share price over conversion price for conversion															130.00%
3.75% Convertible Senior Notes [Member] \| Issuance Costs [Member]
Debt Instrument [Line Items]
Loan origination fees															$ 10,400,000
Additional paid-in-capital													2,900,000		2,900,000
Issuance cost recorded to deferred financing costs													7,500,000		7,500,000
3.75% Convertible Senior Notes [Member] \| Institutional Buyers [Member]
Debt Instrument [Line Items]
Aggregate principal amount						340,000,000
Principal amount of Convertible Notes, subsequently exercised						$ 21,900,000
2024 Senior Secured Notes [Member]
Debt Instrument [Line Items]
Aggregate principal amount													925,000,000		925,000,000
Total debt													921,000,000		921,000,000
Convertible Notes, unamortized discount													4,000,000		4,000,000
6.00% Convertible Senior Notes [Member]
Debt Instrument [Line Items]
Aggregate principal amount										$ 237,800,000
Interest rate										6.00%
Amortization of deferred financing costs															400,000
Debt issuance costs													4,900,000		4,900,000		1,200,000
Debt instrument redemption price, percentage										100.00%
Option granted to initial purchasers										$ 32,300,000
Principal amount of Convertible Notes, subsequently exercised										22,800,000
Additional paid-in-capital										49,100,000
Convertible Notes, carrying amount of liability component										$ 188,700,000			198,800,000		198,800,000		190,100,000
Effective interest rate on convertible notes										13.60%
Proceeds received from the issuance of the convertible notes										$ 237,800,000							237,800,000
Convertible Notes, unamortized discount													38,900,000		38,900,000		47,700,000
Conversion rate										166.6667
Principal amount										$ 1,000					1,000
Conversion price \| $ / shares										$ 6.00
Multiples of principal amount										$ 1,000
Outstanding principal balance paid													237,800,000		$ 237,800,000
Debt Issuance Costs, Net																	$ 6,200,000
6.00% Convertible Senior Notes [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Percentage of common share price over conversion price for conversion															130.00%
Common stock price trading days \| Tradingday															20
Common stock price consecutive trading days \| Tradingday															30
6.00% Convertible Senior Notes [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Debt instrument redemption price, percentage															98.00%
Common stock price trading days \| Tradingday															5
Common stock price consecutive trading days \| Tradingday															5
6.00% Convertible Senior Notes [Member] \| Issuance Costs [Member]
Debt Instrument [Line Items]
Loan origination fees										8,100,000
Additional paid-in-capital										1,700,000
Issuance cost recorded to deferred financing costs										6,400,000
6.00% Convertible Senior Notes [Member] \| Institutional Buyers [Member]
Debt Instrument [Line Items]
Aggregate principal amount										$ 215,000,000
9.875% Senior secured Notes Due On 2024 [Member]
Debt Instrument [Line Items]
Aggregate principal amount		$ 905,000,000
Interest rate		9.875%
Increase Decrease In Debt Indebtedness								$ 20,000,000
Issue price as percentage of face value	99.512%
Maturity date		May 01, 2024
Loan origination fees															$ 22,600,000
Amortization of deferred financing costs													900,000		1,500,000
Debt issuance costs													21,200,000		$ 21,200,000
9.875% Senior secured Notes Due On 2024 [Member] \| May Two Thousand And Nineteen Additional Notes [Member]
Debt Instrument [Line Items]
Interest rate	9.875%
Issue price as percentage of face value	100.50%
Proceeds from issuance of debt	$ 920,700,000
Accrued interest received	$ 100,000
Debt Instrument, Interest Rate Terms		semiannually
9.875% Senior secured Notes Due On 2024 [Member] \| Condition One [Member]
Debt Instrument [Line Items]
Debt instrument redemption price percentage of principal amount redeemed															103.00%
Debt Instrument Redemption Price Aggregate Of Principal Amount Redeemable													150,000,000		$ 150,000,000
9.875% Senior secured Notes Due On 2024 [Member] \| Condition Two [Member]
Debt Instrument [Line Items]
Debt instrument redemption price percentage of principal amount redeemed															101.00%
Debt instrument redemption price, percentage					100.00%
Two Thousand Twenty Convertible Notes [Member]
Debt Instrument [Line Items]
Repayment of convertible notes															$ 500,000
Two Thousand Twenty Convertible Notes [Member] \| loss on extinguishment of debt [Member]
Debt Instrument [Line Items]
Repayment of convertible notes													159,000,000		159,000,000
Debt Issuance Costs, Net													600,000		600,000
Repayments Of Convertible Debt Adjustments													$ 8,500,000		$ 8,500,000

Long-Term Debt and Other Liabilities - Schedule of Long-Term Debt (Detail) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018	Mar. 03, 2015
Debt Instrument [Line Items]
Total debt	$ 1,122,281	$ 1,041,948
Less deferred financing costs	(26,115)	(17,055)
Total long-term debt	1,096,166	1,024,893
2024 Senior Secured Notes [Member]
Debt Instrument [Line Items]
Senior Secured Notes	920,965
Total debt	920,965
2022 Senior Secured Notes [Member]
Debt Instrument [Line Items]
Senior Secured Notes		702,670
2022 Convertible Notes [Member]
Debt Instrument [Line Items]
Convertible Notes	198,818	190,083
2020 Convertible Notes [Member]
Debt Instrument [Line Items]
Convertible Notes	$ 2,498	$ 149,195	$ 261,900

Long-Term Debt and Other Liabilities - Summary of Redemption Prices Plus Accrued and Unpaid Interest (Detail) - 2024 Senior Secured Notes [Member]	9 Months Ended
	Sep. 30, 2019
2019 [Member]
Debt Instrument, Redemption [Line Items]
Debt instrument redemption price, percentage	104.938%
2020 [Member]
Debt Instrument, Redemption [Line Items]
Debt instrument redemption price, percentage	102.469%
2021 and Thereafter [Member]
Debt Instrument, Redemption [Line Items]
Debt instrument redemption price, percentage	100.00%

Interest Costs - Summary of Interest Costs (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Schedule Of Interest [Line Items]
Interest costs charged to expense	$ 26,296	$ 24,887	$ 84,053	$ 74,795
Amortization of deferred financing costs	1,328	1,060	3,901	3,143
Accretion of debt discount	3,116	5,517	12,508	16,109
Amortization of debt premium		(721)	(1,018)	(2,109)
Interest expense	30,740	30,743	99,444	91,938
Total interest costs	30,928	30,851	99,883	92,168
Property and Equipment [Member]
Schedule Of Interest [Line Items]
Interest costs capitalized		7	11	22
Software [Member]
Schedule Of Interest [Line Items]
Interest costs capitalized	$ 188	$ 101	$ 428	$ 208

Leases - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Leases [Line Items]
Amortization of deferred airborne lease incentives	$ 6,335	$ 8,074	$ 21,365	$ 23,166
Deferred airborne lease incentives included in current liabilities	24,954		24,954		$ 24,145
Deferred airborne lease incentives included in non-current liabilities	133,328		133,328		$ 129,086
Revenue share expense, net of amortization of deferred airborne lease incentives	$ 5,000	$ 5,500	$ 15,600	$ 18,600
Lessee operating lease option to extend			20 years

Leases - summary of our lease expense (Detail) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2019
Operating lease cost	$ 4,878	$ 14,990
Finance lease cost
Amortization of leased assets	172	548
Interest on lease liabilities	8	35
Total lease cost	$ 5,058	$ 15,573

Leases - Other information regarding our leases (Detail) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2019 USD ($)	Sep. 30, 2019 USD ($)
Cash paid for amounts included in measurement of lease liabilities:
Operating cash flows used in operating leases	$ 5,842	$ 17,750
Operating cash flows used in financing leases	8	35
Financing cash flows used in financing leases	169	552
Right-of-use assets obtained in exchange for lease obligations:
Operating leases	$ 2,584	$ 3,631
Weighted average remaining lease term
Operating leases	8 years	8 years
Financing leases	1 year	1 year
Weighted average discount rate
Operating leases	10.30%	10.30%
Financing leases	8.10%	8.10%

Leases - Annual Future Minimum Obligations for Operating Leases Other than Arrangements with Commercial Airline Partners (Detail) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Operating Leases
2019 (period from July 1 to December 31)	$ 5,733	$ 21,902
2020	22,030	19,867
2021	21,763	19,742
2022	20,109	18,420
2023	16,246	14,826
Thereafter	76,910	$ 78,100
Total future minimum lease payments	162,791
Less: Amount representing interest	(54,666)
Present value of net minimum lease payments	108,125
Accrued liabilities	11,917
Non-current operating lease liabilities	96,208
Total lease liabilities	108,125
Financing Leases
2019 (period from July 1 to December 31)	119
2020	197
Total future minimum lease payments	316
Less: Amount representing interest	(15)
Present value of net minimum lease payments	301
Accrued liabilities	295
Other non-current liabilities	6
Total lease liabilities	$ 301

Commitments and Contingencies - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 30, 2019 USD ($)
Loss Contingencies [Line Items]
2019 (July 1 through December 31)	$ 34.2
2020	135.1
2021	121.3
2022	99.7
2023	78.3
Thereafter	$ 217.5
Linksmart Litigation [Member]
Loss Contingencies [Line Items]
Litigation filing date	April 20, 2018
Securities Litigation [Member]
Loss Contingencies [Line Items]
Litigation filing date	June 27, 2018
Derivative Litigation [Member]
Loss Contingencies [Line Items]
Litigation filing date	September 25, 2018 and September 26, 2018

Fair Value of Financial Assets and Liabilities - Summary of Fair Value and Carrying Value of Long-Term Debt (Detail) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018	Mar. 03, 2015
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Total debt	$ 1,122,281	$ 1,041,948
2024 Senior Secured Notes [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Fair Value of Long Term Debt	999,000
Total debt	920,965
2022 Senior Secured Notes [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Fair Value of Long Term Debt		737,000
Total debt		702,670
2022 Convertible Notes [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Fair Value of Convertible Notes	284,000	216,000
Carrying Value of Convertible Notes	198,818	190,083
2020 Convertible Notes [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Fair Value of Convertible Notes	2,498	150,000
Carrying Value of Convertible Notes	$ 2,498	$ 149,195	$ 261,900

Fair Value of Financial Assets and Liabilities - Summary of Fair Value and Carrying Value of Long-Term Debt (Parenthetical) (Detail) - USD ($) $ in Millions	Sep. 30, 2019	Dec. 31, 2018
2024 Senior Secured Notes [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Unamortized debt premium and consent fees	$ 4.0
2022 Senior Secured Notes [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Unamortized debt premium and consent fees		$ 12.7
6% Convertible Senior Notes [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt Instrument, Unamortized Discount	$ 38.9	47.7
3.75% Convertible Senior Notes [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt Instrument, Unamortized Discount		$ 12.8

Income Tax - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Tax Credit Carryforward [Line Items]
Effective income tax rate	(0.90%)	(0.50%)	(0.60%)	3.30%
Reduction in our valuation allowance due to tax reform				$ 4.0
Interest or penalties related to uncertain tax positions	$ 0.0	$ 0.0	$ 0.0	$ 0.0
Liabilities for interest and potential penalties	$ 0.0		0.0		$ 0.0
Increase (decrease) in unrecognized tax benefits			$ 0.0

Business Segments and Major Customers - Additional Information (Detail) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2019 USD ($)	Sep. 30, 2018 USD ($)	Sep. 30, 2019 USD ($) Segment	Sep. 30, 2018 USD ($) Customer	Dec. 31, 2018
Segment Reporting Information [Line Items]
Number of operating segments \| Segment			3
Equipment revenue	$ 201,182	$ 217,257	$ 614,416	$ 676,540
American Airlines [Member] \| Transition Agreement To Airline Directed Model [Member]
Segment Reporting Information [Line Items]
Equipment revenue			$ 45,400
Revenue [Member]
Segment Reporting Information [Line Items]
Number of customers meeting concentration risk threshold \| Customer				0
Revenue [Member] \| Customer Concentration Risk [Member]
Segment Reporting Information [Line Items]
Percentage of benchmark	15.00%		15.00%
Revenue [Member] \| Customer Concentration Risk [Member] \| Delta Airline and American Airlines [Member]
Segment Reporting Information [Line Items]
Percentage of benchmark	28.00%	25.00%	28.00%	23.00%
Revenue [Member] \| Customer Concentration Risk [Member] \| American Airlines [Member]
Segment Reporting Information [Line Items]
Percentage of benchmark	10.00%		10.00%
Accounts Receivable [Member] \| Credit Concentration Risk [Member] \| American Airlines [Member]
Segment Reporting Information [Line Items]
Percentage of benchmark	18.00%		25.00%		11.00%
Accounts Receivable [Member] \| Credit Concentration Risk [Member] \| Delta Air Lines [Member]
Segment Reporting Information [Line Items]
Percentage of benchmark			10.00%		11.00%
Accounts Receivable [Member] \| Credit Concentration Risk [Member] \| Other Airlines [Member]
Segment Reporting Information [Line Items]
Percentage of benchmark			10.00%

Business Segments and Major Customers - Summary of Reportable Segments (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Segment Reporting Information [Line Items]
Total revenue	$ 201,182	$ 217,257	$ 614,416	$ 676,540
Segment profit (loss)	35,500	21,130	111,587	51,750
Service [Member]
Segment Reporting Information [Line Items]
Total revenue	158,399	160,376	497,142	470,110
Product [Member]
Segment Reporting Information [Line Items]
Total revenue	42,783	56,881	117,274	206,430
CA-NA [Member]
Segment Reporting Information [Line Items]
Total revenue	84,135	108,470	285,931	371,941
Segment profit (loss)	12,208	8,699	59,921	17,396
CA-NA [Member] \| Service [Member]
Segment Reporting Information [Line Items]
Total revenue	80,470	93,443	268,899	277,972
CA-NA [Member] \| Product [Member]
Segment Reporting Information [Line Items]
Total revenue	3,665	15,027	17,032	93,969
CA-ROW [Member]
Segment Reporting Information [Line Items]
Total revenue	35,707	35,197	105,355	88,011
Segment profit (loss)	(13,659)	(22,747)	(50,073)	(69,826)
CA-ROW [Member] \| Service [Member]
Segment Reporting Information [Line Items]
Total revenue	22,580	17,646	64,925	47,076
CA-ROW [Member] \| Product [Member]
Segment Reporting Information [Line Items]
Total revenue	13,127	17,551	40,430	40,935
BA [Member]
Segment Reporting Information [Line Items]
Total revenue	81,340	73,590	223,130	216,588
Segment profit (loss)	36,951	35,178	101,739	104,180
BA [Member] \| Service [Member]
Segment Reporting Information [Line Items]
Total revenue	55,349	49,287	163,318	145,062
BA [Member] \| Product [Member]
Segment Reporting Information [Line Items]
Total revenue	$ 25,991	$ 24,303	$ 59,812	$ 71,526

Business Segments and Major Customers - Reconciliation of Segment Profit (loss) (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Segment profit (loss)	$ 35,500	$ 21,130	$ 111,587	$ 51,750
Interest income	987	903	3,366	3,307
Interest expense	(30,740)	(30,743)	(99,444)	(91,938)
Depreciation and amortization	(29,292)	(32,590)	(90,008)	(100,447)
Transition to airline-directed model				21,551
Amortization of deferred airborne lease incentives	6,335	8,074	21,365	23,166
Amortization of STC costs	(1,259)	(292)	(1,901)	(719)
Stock-based compensation expense	(4,066)	(3,932)	(12,711)	(12,531)
Loss on extinguishment of debt			(57,962)
Other income (expense)	(143)	(72)	2,779	59
Loss before income taxes	(22,678)	(37,522)	(122,929)	(105,802)
CA-NA [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Segment profit (loss)	12,208	8,699	59,921	17,396
CA-ROW [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Segment profit (loss)	(13,659)	(22,747)	(50,073)	(69,826)
BA [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Segment profit (loss)	$ 36,951	$ 35,178	$ 101,739	$ 104,180

Employee Retirement and Postretirement Benefits - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Employee Contribution			100.00%
Percentage of employees contribution matched by the company			4.00%
Employer Contribution	$ 1.2	$ 1.2	$ 3.8	$ 3.8
Stock options, shares granted			1,455,455
Stock options exercised			478,147
Stock options, shares expired			561,582
Market Condition [Member]
Stock options, shares granted			148,500
Stock options exercised			230,221
Share units granted			86,000
Share units forfeited			64,445
Restricted Stock Units (RSUs) [Member]
Share units granted			2,000,338
Share units forfeited			447,503
Share units vested			466,886
Restricted Stock [Member]
Share units vested			66,174
Deferred Stock Units [Member]
Share units granted			161,833
Share units vested			161,833
Employee Stock Purchase Plan [Member]
Common stock, shares issued under ESPP			238,127

Employee Retirement and Postretirement Benefits - Summary of Stock-Based Compensation Expense by Operating Expense (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	$ 4,066	$ 3,932	$ 12,711	$ 12,531
Cost of Service Revenue [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	394	303	1,196	1,184
Cost of Equipment Revenue [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	60	33	211	146
Engineering, Design and Development [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	717	812	2,271	2,505
Sales and Marketing [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	849	901	2,786	3,209
General and Administrative [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total stock-based compensation expense	$ 2,046	$ 1,883	$ 6,247	$ 5,487

Warranties - Additional Information (Detail) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2019	Dec. 31, 2018
Guarantor Obligations [Line Items]
Warranty reserve balance	$ 11,579	$ 12,291
Maximum [Member]
Guarantor Obligations [Line Items]
Warranty term	10 years
Minimum [Member]
Guarantor Obligations [Line Items]
Warranty term	2 years