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Research and Development Costs	9 Months Ended
Research and Development Costs	Sep. 30, 2024
Research and Development [Abstract]
Research and Development Costs	6. Research and Development Costs Expenditures for research and development are charged to expense as incurred and totaled $9.8 million and $29.3 million, respectively, during the three- and nine-month periods ended September 30, 2024 and $9.2 million and $26.3 million, respectively, for the prior-year periods. Research and development costs are reported as Engineering, design and development expenses in our Unaudited Condensed Consolidated Statements of Operations.

Commitments and Contingencies	9 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	15. Commitments and Contingencies Contractual Commitments – We have agreements with various vendors under which we have remaining commitments to purchase hardware components and development services. Such commitments will become payable as we receive the hardware components, or as development services are provided. On September 18, 2024, we entered into an amendment (the “Amendment”) to that certain OneWeb Distribution Partner Agreement by and between Gogo Business Aviation LLC and Network Access Associates Limited (“Eutelsat OneWeb”), dated as of May 19, 2022 and as previously amended on October 5, 2022 (the “Original Agreement”). Pursuant to the Original Agreement, Gogo partners with Eutelsat OneWeb to utilize its global low earth orbit satellite network. Pursuant to the Amendment, Gogo has made a total guaranteed minimum commitment of $52.5 million over a four-year term, with an option to extend. Following the initial term, the Amendment will automatically renew for successive one-year periods unless one party provides written notice of its intent not to renew, and either party may terminate the Amendment for breach or for insolvency rights. The Amendment also contains customary terms regarding confidentiality, indemnification and limitation of liability. On May 17, 2024, Airspan Networks Holdings Inc. (“Airspan”) filed a plan supplement to its Joint Prepackaged Chapter 11 Plan of Reorganization, Case No. 24-10621 (the “Plan”), whereby the Company and Fortress Credit Corp. (“Fortress”) agreed in principle to each provide fifty percent (50%) of a new first lien revolving facility in an aggregate committed principal amount of $20.0 million (the “New Revolving Credit Facility”). Unless otherwise extended by the parties, any amounts outstanding under the New Revolving Credit Facility shall be due and payable in full on the first anniversary of the closing date of the New Revolving Credit Facility. The Plan, including the Company’s participation in the New Revolving Credit Facility, was approved by the Bankruptcy Court for the District of Delaware on June 28, 2024. On June 27, 2024, Airspan and the Company amended the Master Service Agreement, dated November 25, 2019. Further, on October 11, 2024, in connection with Airspan becoming a private company, the Company, Airspan and Fortress executed the necessary documents for the New Revolving Credit Facility to become active. SmartSky Litigation – On February 28, 2022, SmartSky Networks, LLC brought suit against Gogo Inc. and its subsidiary Gogo Business Aviation LLC in the U.S. District Court for the District of Delaware (the “Court”) alleging that Gogo 5G infringes four patents owned by the plaintiff. On February 21, 2023, the plaintiff amended its complaint to allege that Gogo 5G infringes two additional patents recently issued to the plaintiff. The suit seeks compensatory damages as well as treble damages for alleged willful infringement and reimbursement of plaintiff's costs, disbursements and attorneys' fees. On May 29, 2024, Gogo Inc. and its subsidiary Gogo Business Aviation LLC amended its answer and counterclaims in the same suit, alleging that three of the six patents asserted by SmartSky are unenforceable due to inequitable conduct before the U.S. Patent Office. A trial date has been scheduled for April 14, 2025. Claim construction proceedings, fact discovery and expert discovery are completed. Dispositive motions are expected to follow in advance of the trial date. We continue to vigorously defend our position in the infringement suit. The outcome of the underlying 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. On March 5, 2024, Gogo Inc. and its subsidiary Gogo Business Aviation LLC filed counterclaims in the same suit, alleging that SmartSky’s ATG network, Flagship equipment, and LITE ATG equipment infringe three patents owned by Gogo. Gogo’s counterclaim suit seeks an unspecified amount of compensatory damages as well as reimbursement of Gogo's costs and attorneys' fees. On April 10, 2024, the Court held that Gogo's counterclaims would proceed under a separate schedule and would be tried separately from SmartSky's claims. At this time, no schedule has been adopted for Gogo's counterclaims. From time to time we may become involved in legal proceedings arising in the ordinary course of our business. We cannot predict with certainty the outcome of any litigation or the potential for future litigation. With respect to such legal proceedings, we accrue a loss when it is probable and its amount can be reasonably estimated. Regardless of the outcome of any particular litigation and the merits of any particular claim, litigation can have a material adverse impact on our company due to, among other reasons, any injunctive relief granted, which could inhibit our ability to operate our business, amounts paid as damages or in settlement of any such matter, diversion of management resources and defense costs

Commitments and Contingencies

9 Months Ended

Sep. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

15.

Commitments and Contingencies

Contractual Commitments – We have agreements with various vendors under which we have remaining commitments to purchase hardware components and development services. Such commitments will become payable as we receive the hardware components, or as development services are provided.

On September 18, 2024, we entered into an amendment (the “Amendment”) to that certain OneWeb Distribution Partner Agreement by and between Gogo Business Aviation LLC and Network Access Associates Limited (“Eutelsat OneWeb”), dated as of May 19, 2022 and as previously amended on October 5, 2022 (the “Original Agreement”). Pursuant to the Original Agreement, Gogo partners with Eutelsat OneWeb to utilize its global low earth orbit satellite network. Pursuant to the Amendment, Gogo has made a total guaranteed minimum commitment of $52.5 million over a four-year term, with an option to extend. Following the initial term, the Amendment will automatically renew for successive one-year periods unless one party provides written notice of its intent not to renew, and either party may terminate the Amendment for breach or for insolvency rights. The Amendment also contains customary terms regarding confidentiality, indemnification and limitation of liability.

On May 17, 2024, Airspan Networks Holdings Inc. (“Airspan”) filed a plan supplement to its Joint Prepackaged Chapter 11 Plan of Reorganization, Case No. 24-10621 (the “Plan”), whereby the Company and Fortress Credit Corp. (“Fortress”) agreed in principle to each provide fifty percent (50%) of a new first lien revolving facility in an aggregate committed principal amount of $20.0 million (the “New Revolving Credit Facility”). Unless otherwise extended by the parties, any amounts outstanding under the New Revolving Credit Facility shall be due and payable in full on the first anniversary of the closing date of the New Revolving Credit

Facility. The Plan, including the Company’s participation in the New Revolving Credit Facility, was approved by the Bankruptcy Court for the District of Delaware on June 28, 2024. On June 27, 2024, Airspan and the Company amended the Master Service Agreement, dated November 25, 2019. Further, on October 11, 2024, in connection with Airspan becoming a private company, the Company, Airspan and Fortress executed the necessary documents for the New Revolving Credit Facility to become active.

SmartSky Litigation – On February 28, 2022, SmartSky Networks, LLC brought suit against Gogo Inc. and its subsidiary Gogo Business Aviation LLC in the U.S. District Court for the District of Delaware (the “Court”) alleging that Gogo 5G infringes four patents owned by the plaintiff. On February 21, 2023, the plaintiff amended its complaint to allege that Gogo 5G infringes two additional patents recently issued to the plaintiff. The suit seeks compensatory damages as well as treble damages for alleged willful infringement and reimbursement of plaintiff's costs, disbursements and attorneys' fees. On May 29, 2024, Gogo Inc. and its subsidiary Gogo Business Aviation LLC amended its answer and counterclaims in the same suit, alleging that three of the six patents asserted by SmartSky are unenforceable due to inequitable conduct before the U.S. Patent Office. A trial date has been scheduled for April 14, 2025. Claim construction proceedings, fact discovery and expert discovery are completed. Dispositive motions are expected to follow in advance of the trial date. We continue to vigorously defend our position in the infringement suit. The outcome of the underlying 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.

On March 5, 2024, Gogo Inc. and its subsidiary Gogo Business Aviation LLC filed counterclaims in the same suit, alleging that SmartSky’s ATG network, Flagship equipment, and LITE ATG equipment infringe three patents owned by Gogo. Gogo’s counterclaim suit seeks an unspecified amount of compensatory damages as well as reimbursement of Gogo's costs and attorneys' fees. On April 10, 2024, the Court held that Gogo's counterclaims would proceed under a separate schedule and would be tried separately from SmartSky's claims. At this time, no schedule has been adopted for Gogo's counterclaims.

From time to time we may become involved in legal proceedings arising in the ordinary course of our business. We cannot predict with certainty the outcome of any litigation or the potential for future litigation. With respect to such legal proceedings, we accrue a loss when it is probable and its amount can be reasonably estimated. Regardless of the outcome of any particular litigation and the merits of any particular claim, litigation can have a material adverse impact on our company due to, among other reasons, any injunctive relief granted, which could inhibit our ability to operate our business, amounts paid as damages or in settlement of any such matter, diversion of management resources and defense costs

Research and Development Costs - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Research and Development [Abstract]
Research and development expense	$ 9.8	$ 9.2	$ 29.3	$ 26.3

Derivative Instruments and Hedging Activities - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	May 31, 2021
Derivative Instruments Gain Loss [Line Items]
Notional Amounts					$ 650.0
Derivative, description of terms			We receive payments in the amount calculated pursuant to the caps for any period in which the daily compounded SOFR rate plus a credit spread adjustment recommended by the Alternative Reference Rate Committee of 0.26% increases beyond the applicable strike rate.
Unrealized loss on the interest rate caps net	$ 2.4	$ 0.4	$ 3.5	$ 2.1
Other Comprehensive Income (Loss)
Derivative Instruments Gain Loss [Line Items]
Net unrealized gains from our cash flow hedges	0.0	0.2	0.0	0.0
Fair value of outstanding derivative instruments, loss, expected to be reclassified to earnings	2.3		2.3
Interest Rate Cap
Derivative Instruments Gain Loss [Line Items]
Notional Amounts					$ 8.6
Decrease in fair value on interest	$ 7.7	$ 1.7	$ 12.7	$ 7.2

Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Operating activities:
Net income	$ 41,959	$ 131,211
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization	11,743	12,022
Loss on asset disposals, abandonments and write-downs	101	285
Provision for expected credit losses	1,310	541
Deferred income taxes	10,740	(53,255)
Stock-based compensation expense	14,755	15,729
Amortization of deferred financing costs and interest rate caps	3,785	2,671
Accretion of debt discount	309	304
Loss on extinguishment of debt	0	2,224
Change in fair value of convertible note and equity investment	1,239	(773)
Changes in operating assets and liabilities:
Accounts receivable	1,177	4,356
Inventories	(11,661)	(13,299)
Prepaid expenses and other current assets	(13,605)	(37,454)
Contract assets	(4,313)	2,822
Accounts payable	9,750	2,526
Accrued liabilities	12,956	(5,091)
Deferred revenue	844	(1,708)
Accrued interest	(316)	(9,565)
Other non-current assets and liabilities	(1,033)	(728)
Net cash provided by operating activities	79,740	52,818
Investing activities:
Purchases of property and equipment	(9,254)	(14,006)
Acquisition of intangible assets—capitalized software	(9,640)	(4,711)
Proceeds from FCC Reimbursement Program for property, equipment and intangibles	1,215	3
Proceeds from interest rate caps	19,454	20,165
Redemptions of short-term investments	0	49,524
Purchases of short-term investments	0	(49,383)
Purchases of convertible note and equity investments	(5,000)	(5,000)
Net cash used in investing activities	(3,225)	(3,408)
Financing activities:
Payments on term loan	(5,438)	(105,438)
Repurchase of common stock	(30,763)	0
Payments on financing leases	(8)	(117)
Stock-based compensation activity	(2,693)	(8,326)
Net cash used in financing activities	(38,902)	(113,881)
Effect of exchange rate changes on cash	29	78
Increase(decrease) in cash, cash equivalents and restricted cash	37,642	(64,393)
Cash, cash equivalents and restricted cash at beginning of period	139,366	150,880
Cash, cash equivalents and restricted cash at end of period	177,008	86,487
Less: non-current restricted cash	330	330
Cash and cash equivalents at end of period	176,678	86,157
Supplemental cash flow information:
Cash paid for interest	42,893	53,911
Cash paid for taxes	2,264	429
Non-cash investing activities:
Purchases of property and equipment in current liabilities	$ 5,658	$ 5,425

Stock-Based Compensation and 401(k) Plan

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation and 401(k) Plan

12.

Stock-Based Compensation and 401(k) Plan

Stock-Based Compensation — As of September 30, 2024, we maintained the 2024 Omnibus Equity Incentive Plan (the “2024 Plan”), which replaced the Second Amended and Restated 2016 Omnibus Incentive Plan (the “2016 Plan”). The 2024 Plan provides for the grant of both equity and cash awards, including non-qualified stock options, incentive stock options, stock appreciation rights, performance awards (shares and units), restricted stock, restricted stock units (“RSUs”), deferred share units and other stock-based awards and dividend equivalents to eligible employees, directors and consultants, as determined by the Compensation Committee of our Board of Directors. Concurrent with the effectiveness of the 2024 Plan on June 4, 2024, no further grants are being made under the 2016 Plan. The 2016 Plan remains in effect for all awards outstanding thereunder on or after June 4, 2024. See Note 12, “Stock-Based Compensation and 401(k) Plan,” in our 2023 10-K for further information regarding the 2016 Plan. The majority of our equity grants are awarded on an annual basis.

For the nine-month period ended September 30, 2024, no options to purchase shares of common stock were granted, options to purchase 221,854 shares of common stock were exercised, no options to purchase shares of common stock were forfeited and 44,614 options to purchase shares of common stock expired.

For the nine-month period ended September 30, 2024, 1,964,385 RSUs were granted, 1,342,875 RSUs vested and 280,718 RSUs were forfeited. The fair value of the RSUs granted during the nine-month period ended September 30, 2024 was approximately $16.6 million, which will generally be recognized over a period of four years.

For the nine-month period ended September 30, 2024, 159,881 deferred stock units were granted, 65,669 vested and 169,683 were settled. The fair value of the deferred stock units granted during the nine-month period ended September 30, 2024 was approximately $1.3 million, approximately one-third of which was recognized immediately and the remainder of which will be recognized over a period of one year.

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 Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Cost of service revenue	$	457	$	448	$	1,487	$	1,229
Cost of equipment revenue		388		349		1,199		987
Engineering, design and development		1,071		903		3,137		2,565
Sales and marketing		1,054		940		3,229		2,661
General and administrative		2,060		2,595		5,703		8,287
Total stock-based compensation expense	$	5,030	$	5,235	$	14,755	$	15,729

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 $0.6 million and $1.8 million, respectively, during the three- and nine-month periods ended September 30, 2024, and $0.5 million and $1.6 million, respectively, for the prior-year periods.

Intangible Assets - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 0.6		$ 0.6		$ 0.6
Amortization expense	$ 0.2	$ 0.5	$ 0.6	$ 1.7

- Definition

Amount, after accumulated impairment loss, of asset representing future economic benefit arising from other asset acquired in business combination or from joint venture formation or both, that is not individually identified and separately recognized.

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+ Details

Interest Costs (Tables)

9 Months Ended

Sep. 30, 2024

Text Block [Abstract]

Summary of Interest Costs

The following is a summary of our interest costs for the three- and nine-month periods ended September 30, 2024 and 2023 (in thousands):


	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2024			2023			2024			2023
Interest costs charged to expense	$	13,098		$	13,545		$	39,698		$	42,254
Amortization of deferred financing costs		621			519			1,818			1,794
Amortization of the purchase price of interest rate caps		575			465			1,967			877
Interest rate cap benefit		(4,730	)		(6,589	)		(17,599	)		(20,422	)
Accretion of debt discount		106			85			309			304
Interest expense		9,670			8,025			26,193			24,807
Interest costs capitalized to property and equipment		740			555			1,948			1,557
Interest costs capitalized to software		396			213			940			544
Total interest costs	$	10,806		$	8,793		$	29,081		$	26,908

Stock-Based Compensation and 401(k) Plan - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Stock options, shares granted			0
Stock options, shares exercised			221,854
Stock options, shares forfeited			0
Stock options, shares expired			44,614
Employee contribution, percentage			100.00%
Percentage of employees contribution matched by the company			4.00%
Employer contribution	$ 0.6	$ 0.5	$ 1.8	$ 1.6
Restricted Stock Units (RSUs) [Member]
Share units granted			1,964,385
Share units vested			1,342,875
Share units forfeited			280,718
Fair value of units granted			$ 16.6
Fair value of units granted recognized period			4 years
Deferred Stock Units [Member]
Share units granted			159,881
Share units vested			65,669
Share unit settled			169,683
Fair value of units granted			$ 1.3
Fair value of units granted recognized period			1 year

Fair Value of Financial Assets and Liabilities - Schedule of Reconciliation of Investment in Convertible Note (Details) - Convertible Note [Member] - USD ($) $ in Thousands		3 Months Ended	9 Months Ended
	Feb. 26, 2024	Sep. 30, 2024	Sep. 30, 2024
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Balance at beginning of period		$ 3,438	$ 0
Investment	$ 5,000	0	5,000
Change in fair value		323	(1,239)
Balance at end of period		$ 3,761	$ 3,761

Derivative Instruments and Hedging Activities

9 Months Ended

Sep. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments and Hedging Activities

We are exposed to interest rate risk on our variable rate borrowings. We currently use interest rate caps to manage our exposure to interest rate changes, and have designated these interest rate caps as cash flow hedges for accounting purposes. Accordingly, the earnings impact of the derivatives designated as cash flow hedges is recorded upon the recognition of the variable interest payments related to the hedged debt.

In May 2021, we purchased interest rate caps with an aggregate notional amount of $650.0 million for $8.6 million. The cost of the interest rate caps will be amortized to interest expense using the caplet method, from the effective date through termination date. We receive payments in the amount calculated pursuant to the caps for any period in which the daily compounded SOFR rate plus a credit spread adjustment recommended by the Alternative Reference Rate Committee of 0.26% increases beyond the applicable strike rate. The notional amounts of the interest rate caps periodically decrease over the life of the caps.

The notional amounts, strike rates and end dates of the cap agreements are as follows (notional amounts in thousands):


Start Date	End Date	Notional Amounts		Strike Rate
7/31/2021	7/30/2023	$	650,000		0.75	%
7/31/2023	7/30/2024		525,000		0.75	%
7/31/2024	7/30/2025		350,000		1.25	%
7/31/2025	7/30/2026		250,000		2.25	%
7/31/2026	7/30/2027		200,000		2.75	%

We record the effective portion of changes in the fair value of our cash flow hedges to other comprehensive income (loss), net of tax, and subsequently reclassify these amounts into earnings in the period during which the hedged transaction is recognized. The amounts included in accumulated other comprehensive income (loss) will be reclassified to interest expense in the event the hedges are no longer considered effective, in accordance with ASC 815, Derivatives and Hedging. No gains or losses of our cash flow hedges

were considered to be ineffective and reclassified from other comprehensive income (loss) to earnings for the three- and nine-month periods ended September 30, 2024. For the three-month period ended September 30, 2023, approximately $0.2 million in net unrealized losses from our cash flow hedges were considered to be ineffective and reclassified from other comprehensive income (loss) to earnings. The unrealized loss was offset with an unrealized gain from the previous quarter for a net zero impact for nine-month period ended September 30, 2023. The ineffective portion was the result of a voluntary partial de-designation of the hedge relationship related to a prepayment of our existing variable-rate debt discussed in Note 8, “Long-Term Debt and Other Liabilities.” We estimate that approximately $2.3 million currently recorded in accumulated other comprehensive income (loss) will be recognized in earnings over the next 12 months. We assess the effectiveness of the hedges on an ongoing basis, and the remaining outstanding caps are still considered to be highly effective, and remain designated as a cash flow hedge. Cash flows from interest rate caps are classified in the Unaudited Condensed Consolidated Statements of Cash Flows as investing activities.

For the three-month period ended September 30, 2024, we recorded a decrease in fair value on the interest rate caps of $7.7 million, net of tax of $2.4 million, and for the nine-month period ended September 30, 2024, we recorded a decrease in fair value on the interest rate caps of $12.7 million, net of tax of $3.5 million. For the three-month period ended September 30, 2023, we recorded a decrease in fair value on the interest rate caps of $1.7 million, net of tax of $0.4 million and for the nine-month period ended September 30, 2023, we recorded a decrease in fair value on the interest rate caps of $7.2 million, net of tax of $2.1 million. Increases and decreases in fair value on interest rate caps above exclude amortization of the purchase price paid for the interest rate caps.

When derivatives are used, we are exposed to credit loss in the event of non-performance by the counterparties; however, non-performance is not anticipated. ASC 815, Derivatives and Hedging, requires companies to recognize all derivative instruments as either assets or liabilities at fair value in the balance sheet. The fair values of the interest rate derivatives are based on quoted market prices for similar instruments from commercial banks (based on significant observable inputs - Level 2 inputs).

The following table presents the fair value of our interest rate derivatives included in the Unaudited Condensed Consolidated Balance Sheets for the periods presented (in thousands):


		September 30,		December 31,
Derivatives designated as hedging instruments	Balance sheet location	2024		2023
Current portion of interest rate caps	Prepaid expenses and other current assets	$	9,056	$	18,801
Non-current portion of interest rate caps	Other non-current assets	$	3,824	$	10,295

Fair Value Measurement

Our derivative assets and liabilities consist principally of interest rate caps, which are carried at fair value based on significant observable inputs (Level 2 inputs). Derivatives entered into by us are typically executed over-the-counter and are valued using discounted cash flows along with fair value models that primarily use market observable inputs. These models take into account a variety of factors including, where applicable, maturity, interest rate yield curves, and counterparty credit risks.

Earnings Per Share - Schedule of Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Net income	$ 10,630	$ 20,913	$ 41,959	$ 131,211
Weighted average shares outstanding	127,918	129,951	128,513	129,632
Effect of dilutive securities - stock-based compensation	$ 2,471	$ 3,369	$ 3,025	$ 3,750
Total weighted average diluted shares outstanding	130,389	133,320	131,538	133,382
Earnings per share - basic	$ 0.08	$ 0.16	$ 0.33	$ 1.01
Earnings per share - diluted	$ 0.08	$ 0.16	$ 0.32	$ 0.98

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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- Definition

Amount after tax of income (loss) from continuing operations attributable to the parent.

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Fair Value of Financial Assets and Liabilities - Summary of Fair Value and Carrying Value of Long-Term Debt (Details) - Term Loan Facility [Member] - USD ($)
$ in Thousands

Sep. 30, 2024

Dec. 31, 2023

Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]

Fair value of term loan facility

^[1]

$ 568,000

$ 610,000

Carrying value of term loan facility

^[2]

$ 599,668

$ 604,797

[1]

Fair value amounts are rounded to the nearest million.

[2]

Carrying value of the Term Loan Facility reflects the unaccreted debt discount of $1.8 million and $2.1 million as of September 30, 2024 and December 31, 2023, respectively. See Note 8, “Long-Term Debt and Other Liabilities,” for further information.

Equity Investment:

During the three-month period ended September 30, 2023, we purchased an equity investment in a publicly traded company for $5.0 million. The equity investment is included in Other non-current assets on the Unaudited Condensed Consolidated Balance Sheets and is recorded at fair value. The equity investment is classified as a Level 1 within the fair value hierarchy based on the quoted stock price on the New York Stock Exchange American Exchange, an active market. For the three- and nine-month periods ended September 30, 2023, we recorded an unrealized holding gain in the equity investment of $0.8 million which is included in Other (income) expense, net in our Unaudited Condensed Consolidated Statements of Operations. This equity investment was sold in the fourth quarter of 2023.

Composition of Certain Balance Sheet Accounts

9 Months Ended

Sep. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Composition of Certain Balance Sheet Accounts

Inventories consist primarily of telecommunications systems and parts and are recorded at the lower of average cost or net realizable value. We evaluate the need for write-downs associated with obsolete, slow-moving and nonsalable inventory by reviewing net realizable inventory values on a periodic basis.

Inventories as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30,		December 31,
	2024		2023
Work-in-process component parts	$	38,969	$	34,692
Finished goods		35,879		28,495
Total inventory(1)	$	74,848	$	63,187

(1) See Note 4, “Government Assistance,” for additional information.

Prepaid expenses and other current assets as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30,		December 31,
	2024		2023
Interest rate caps and receivable	$	11,626	$	23,227
FCC reimbursement receivable(1)		12,930		18,274
Contract assets(1)		6,016		6,939
Prepaid inventories		3,296		2,606
Other		16,145		13,092
Total prepaid expenses and other current assets	$	50,013	$	64,138

(1) See Note 4, “Government Assistance,” for additional information.

Property and equipment as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30,			December 31,
	2024			2023
Office equipment, furniture, fixtures and other	$	20,446		$	19,153
Leasehold improvements		16,174			16,132
Network equipment(1)		188,978			184,176
		225,598			219,461
Accumulated depreciation		(131,768	)		(121,332	)
Total property and equipment, net	$	93,830		$	98,129

(1) See Note 4, “Government Assistance,” for additional information.

Other non-current assets as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30,		December 31,
	2024		2023
Interest rate caps	$	3,824	$	10,295
Contract assets, net of allowances of $720 and $591, respectively(1)		14,730		9,625
Revolving credit facility deferred financing costs		686		1,011
Other		4,989		5,048
Total other non-current assets	$	24,229	$	25,979

(1) See Note 4, “Government Assistance,” for additional information.

Accrued liabilities as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30,		December 31,
	2024		2023
Operating leases	$	11,176	$	10,284
Employee compensation and benefits		12,419		10,386
Customer credit reserve		10,126		6,027
Network equipment		4,513		4,533
Warranty reserve		3,340		3,420
Gogo Galileo development costs		7,646		2,432
Taxes		2,957		2,170
Accrued interest		153		469
Other		9,146		7,928
Total accrued liabilities	$	61,476	$	47,649

Composition of Certain Balance Sheet Accounts - Schedule of Other Non-Current Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Other Liabilities, Noncurrent [Abstract]
Total other non-current liabilities	$ 9,130	$ 8,270

Composition of Certain Balance Sheet Accounts (Tables)

9 Months Ended

Sep. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Components of Inventories

Inventories as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30,		December 31,
	2024		2023
Work-in-process component parts	$	38,969	$	34,692
Finished goods		35,879		28,495
Total inventory(1)	$	74,848	$	63,187

(1) See Note 4, “Government Assistance,” for additional information.

Schedule of Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30,		December 31,
	2024		2023
Interest rate caps and receivable	$	11,626	$	23,227
FCC reimbursement receivable(1)		12,930		18,274
Contract assets(1)		6,016		6,939
Prepaid inventories		3,296		2,606
Other		16,145		13,092
Total prepaid expenses and other current assets	$	50,013	$	64,138

(1) See Note 4, “Government Assistance,” for additional information.

Schedule of Property and Equipment

Property and equipment as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30,			December 31,
	2024			2023
Office equipment, furniture, fixtures and other	$	20,446		$	19,153
Leasehold improvements		16,174			16,132
Network equipment(1)		188,978			184,176
		225,598			219,461
Accumulated depreciation		(131,768	)		(121,332	)
Total property and equipment, net	$	93,830		$	98,129

(1) See Note 4, “Government Assistance,” for additional information.

Schedule of Other Non-Current Assets

Other non-current assets as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30,		December 31,
	2024		2023
Interest rate caps	$	3,824	$	10,295
Contract assets, net of allowances of $720 and $591, respectively(1)		14,730		9,625
Revolving credit facility deferred financing costs		686		1,011
Other		4,989		5,048
Total other non-current assets	$	24,229	$	25,979

(1) See Note 4, “Government Assistance,” for additional information.

Schedule of Accrued Liabilities

Accrued liabilities as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30,		December 31,
	2024		2023
Operating leases	$	11,176	$	10,284
Employee compensation and benefits		12,419		10,386
Customer credit reserve		10,126		6,027
Network equipment		4,513		4,533
Warranty reserve		3,340		3,420
Gogo Galileo development costs		7,646		2,432
Taxes		2,957		2,170
Accrued interest		153		469
Other		9,146		7,928
Total accrued liabilities	$	61,476	$	47,649

Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Schedule of Computation of Basic and Diluted Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share for the three- and nine-month periods ended September 30, 2024 and 2023 (in thousands, except per share amounts):


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
Basic	2024		2023		2024		2023
Net income	$	10,630	$	20,913	$	41,959	$	131,211
Weighted average shares outstanding		127,918		129,951		128,513		129,632
Earnings per share - basic	$	0.08	$	0.16	$	0.33	$	1.01

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
Diluted	2024		2023		2024		2023
Net income	$	10,630	$	20,913	$	41,959	$	131,211
Average shares
Weighted average shares outstanding		127,918		129,951		128,513		129,632
Effect of dilutive securities - stock-based compensation		2,471		3,369		3,025		3,750
Total weighted average diluted shares outstanding		130,389		133,320		131,538		133,382
Earnings per share - diluted	$	0.08	$	0.16	$	0.32	$	0.98

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Government Assistance - Additional Information (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Jul. 15, 2022
Government Assistance [Line Items]
Reimbursements cost			$ 132,000
Prepaid expenses and other current assets	$ 50,013	$ 64,138
Federal Communications Commission [Member]
Government Assistance [Line Items]
Reimbursements cost			$ 334,000
Prepaid expenses and other current assets	$ 12,900	$ 18,300

Derivative Instruments and Hedging Activities - Schedule of Notional Amounts Strike Rates and End Dates of the Cap Agreements (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	May 31, 2021
Derivative [Line Items]
Notional Amounts		$ 650,000
0.75% due on 7/31/2021
Derivative [Line Items]
Start Date	Jul. 31, 2021
End Date	Jul. 30, 2023
Notional Amounts	$ 650,000
Strike Rate	0.75%
0.75% due on 7/31/2023
Derivative [Line Items]
Start Date	Jul. 31, 2023
End Date	Jul. 30, 2024
Notional Amounts	$ 525,000
Strike Rate	0.75%
1.25% due on 7/31/2024
Derivative [Line Items]
Start Date	Jul. 31, 2024
End Date	Jul. 30, 2025
Notional Amounts	$ 350,000
Strike Rate	1.25%
2.25% due on 7/31/2025
Derivative [Line Items]
Start Date	Jul. 31, 2025
End Date	Jul. 30, 2026
Notional Amounts	$ 250,000
Strike Rate	2.25%
2.75% due on 7/31/2027
Derivative [Line Items]
Start Date	Jul. 31, 2026
End Date	Jul. 30, 2027
Notional Amounts	$ 200,000
Strike Rate	2.75%

Fair Value of Financial Assets and Liabilities (Tables)

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Schedule of Reconciliation of Investment in Convertible Note

The reconciliation of beginning and ending balances of the Investment in Convertible Note as of September 30, 2024 were as follows (in thousands):


	For the Three Months Ended September 30,		For the Nine Months Ended September 30,
	2024		2024
Balance at beginning of period	$	3,438	$	—
Investment		—		5,000
Change in fair value		323		(1,239	)
Balance at end of period	$	3,761	$	3,761

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, 2024 and December 31, 2023 were as follows (in thousands):


	September 30, 2024					December 31, 2023
	Fair Value (1)		Carrying Value			Fair Value (1)		Carrying Value
Term Loan Facility	$	568,000	$	599,668	(2)	$	610,000	$	604,797	(2)

(1)

Fair value amounts are rounded to the nearest million.

(2)

Equity Investment:

Revenue Recognition - Additional Information (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Revenue From Contracts With Customers [Line Items]
Transaction price allocated to remaining performance obligations	$ 273.0
Equipment revenue	$ 11.0
Future equipment revenue recognition period	three years
Minimum [Member]
Revenue From Contracts With Customers [Line Items]
Revenue recognition term of contract	2 years
Maximum [Member]
Revenue From Contracts With Customers [Line Items]
Revenue recognition term of contract	10 years
One to Five Years [Member] \| Minimum [Member]
Revenue From Contracts With Customers [Line Items]
Remaining unsatisfied performance obligations term	1 year
One to Five Years [Member] \| Maximum [Member]
Revenue From Contracts With Customers [Line Items]
Remaining unsatisfied performance obligations term	5 years
Five to Ten Years [Member] \| Minimum [Member]
Revenue From Contracts With Customers [Line Items]
Remaining unsatisfied performance obligations term	5 years
Five to Ten Years [Member] \| Maximum [Member]
Revenue From Contracts With Customers [Line Items]
Remaining unsatisfied performance obligations term	10 years
Airline [Member] \| Revenue [Member] \| Customer Concentration Risk [Member]
Revenue From Contracts With Customers [Line Items]
Contract assets, current and non-current	$ 20.7	$ 16.6
Accounting Standards Update 2014-09 Member
Revenue From Contracts With Customers [Line Items]
Deferred revenue, current and non-current	1.9	$ 1.0
Connectivity and Entertainment Service Revenues [Member]
Revenue From Contracts With Customers [Line Items]
Transaction price allocated to remaining performance obligations	$ 262.0
Revenue, Remaining Performance Obligation, Percentage	21.00%
Connectivity and Entertainment Service Revenues [Member] \| One to Five Years [Member]
Revenue From Contracts With Customers [Line Items]
Revenue, Remaining Performance Obligation, Percentage	44.00%
Connectivity and Entertainment Service Revenues [Member] \| Five to Ten Years [Member]
Revenue From Contracts With Customers [Line Items]
Revenue, Remaining Performance Obligation, Percentage	35.00%

Revenue Recognition (Tables)

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Summary of Revenue Disaggregated by Category

The following table presents our revenue disaggregated by category (in thousands):


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Service revenue
Connectivity	$	80,537	$	78,246	$	241,508	$	233,291
Entertainment and other		1,320		1,300		3,951		3,816
Total service revenue	$	81,857	$	79,546	$	245,459	$	237,107
Equipment revenue
ATG	$	16,001	$	14,782	$	52,544	$	50,665
Narrowband satellite		1,807		1,564		5,729		6,373
Other		864		2,057		3,178		5,622
Total equipment revenue	$	18,672	$	18,403	$	61,451	$	62,660
Customer type
Aircraft owner/operator/service provider	$	81,857	$	79,546	$	245,459	$	237,107
OEM and aftermarket dealer		18,672		18,403		61,451		62,660
Total revenue	$	100,529	$	97,949	$	306,910	$	299,767

Revenue Recognition

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Revenue Recognition

Remaining performance obligations

As of September 30, 2024, the aggregate amount of the transaction price in our contracts allocated to the remaining unsatisfied performance obligations (“RPO”) was approximately $273 million and excludes consideration from contracts that have an original duration of one year or less. Approximately $262 million of the RPO 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 contracts. Our contracts vary in length and generally have terms of two to ten years. We expect to recognize approximately 21% of our connectivity and entertainment service RPO within the next year, approximately 44% in one to five years and the remaining 35% in five to ten years. The remaining $11 million of the RPO represents future equipment revenue that is expected to be recognized primarily within the next three years as equipment is shipped.

Disaggregation of revenue

The following table presents our revenue disaggregated by category (in thousands):


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Service revenue
Connectivity	$	80,537	$	78,246	$	241,508	$	233,291
Entertainment and other		1,320		1,300		3,951		3,816
Total service revenue	$	81,857	$	79,546	$	245,459	$	237,107
Equipment revenue
ATG	$	16,001	$	14,782	$	52,544	$	50,665
Narrowband satellite		1,807		1,564		5,729		6,373
Other		864		2,057		3,178		5,622
Total equipment revenue	$	18,672	$	18,403	$	61,451	$	62,660
Customer type
Aircraft owner/operator/service provider	$	81,857	$	79,546	$	245,459	$	237,107
OEM and aftermarket dealer		18,672		18,403		61,451		62,660
Total revenue	$	100,529	$	97,949	$	306,910	$	299,767

Contract balances

Our current and non-current contract asset balances totaled $20.7 million and $16.6 million as of September 30, 2024 and December 31, 2023, respectively. Contract assets represent the aggregate amount of revenue recognized in excess of billings and recoverable contract costs primarily for certain sales programs.

Our current and non-current deferred revenue balances totaled $1.9 million and $1.0 million as of September 30, 2024 and December 31, 2023, respectively. Deferred revenue includes, among other things, prepayments for equipment and subscription connectivity products.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org/606/tableOfContent

+ Details

Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets, Other than Goodwill

Our intangible assets, other than goodwill, as of September 30, 2024 and December 31, 2023 were as follows (in thousands, except for weighted average remaining useful life):


		As of September 30, 2024			As of December 31, 2023
	Weighted Average Remaining Useful Life (in years)	Gross Carrying Amount	Accumulated Amortization	Net Carrying Amount	Gross Carrying Amount	Accumulated Amortization	Net Carrying Amount
Amortized intangible assets(1):
Software	7.4	$76,798	$(46,435)	$30,363	$68,155	$(45,910)	$22,245
Other intangible assets	9.1	1,622	—	1,622	499	—	499
Service customer relationships		8,081	(8,081)	—	8,081	(8,081)	—
OEM and dealer relationships		6,724	(6,724)	—	6,724	(6,724)	—
Total amortized intangible assets		93,225	(61,240)	31,985	83,459	(60,715)	22,744
Unamortized intangible assets:
FCC Licenses		32,283	—	32,283	32,283	—	32,283
Total intangible assets		$125,508	$(61,240)	$64,268	$115,742	$(60,715)	$55,027

(1) See Note 4, “Government Assistance,” for additional information.

Summary of Amortization Expenses

Amortization expense for the remainder of 2024, each of the next four years and thereafter is estimated to be as follows (in thousands):


		Amortization
Years ending December 31,		Expense
2024 (period from October 1 to December 31)		$221
2025		$2,952
2026		$4,581
2027		$4,437
2028		$4,263
Thereafter		$15,531

Composition of Certain Balance Sheet Accounts - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($)
$ in Thousands

Sep. 30, 2024

Dec. 31, 2023

Prepaid Expense and Other Assets [Abstract]

Interest rate caps and receivable

$ 11,626

$ 23,227

FCC reimbursement receivable

^[1]

12,930

18,274

Contract assets

^[1]

6,016

6,939

Prepaid inventories

3,296

2,606

Other

16,145

13,092

Total prepaid expenses and other current assets

$ 50,013

$ 64,138

[1]	See Note 4, “Government Assistance,” for additional information.

Long-Term Debt and Other Liabilities - Additional Information (Details) $ in Thousands		1 Months Ended		3 Months Ended		9 Months Ended
	May 03, 2023 USD ($)	May 17, 2024 USD ($)	Apr. 30, 2021 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Debt Instrument [Line Items]
Amortization of deferred financing costs and interest rate caps				$ 621	$ 519	$ 1,818	$ 1,794
Debt instrument, maturity date			Apr. 30, 2026
Prepayment Of Net Cash Proceeds Percentage			100.00%
Prepayment Of Net Cash Proceeds Reduced Percentage			50.00%
Prepayment Of Net Cash Proceeds Maximum Reduction Percentage			0.00%
Prepayment Of Net Cash Proceeds Of Debt Offerings Percentage			100.00%
Loss on extinguishment of debt				0	(0)	0	(2,224)
Additional paid-in capital				1,413,842		$ 1,413,842		$ 1,402,003
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity			$ 100,000
Debt instrument, maturity date			Apr. 30, 2028
Margin On LIBOR			an adjusted term SOFR rate (subject to a floor of 0.00%) plus an applicable margin ranging from 3.25% to 3.75% per annum depending on GIH’s senior secured first lien net leverage ratio and a credit spread adjustment recommended by the Alternative Reference Rates Committee of 0.11%, 0.26% or 0.43% per annum based on 1-month, 3-month or 6-month term SOFR, respectively or
Floor rate			0.00%
Unused Borrowing Fee Percentage						0.25%
Margin fee						3.25%
Line of Credit Facility, Annual Principal Payment		$ 20,000
Revolving Credit Facility [Member] \| SORF [Member] \| 1-month Term [Member]
Debt Instrument [Line Items]
Interest Rate On Debt			0.11%
Revolving Credit Facility [Member] \| SORF [Member] \| 3-month Term [Member]
Debt Instrument [Line Items]
Interest Rate On Debt			0.26%
Revolving Credit Facility [Member] \| SORF [Member] \| 6-Month Term [Member]
Debt Instrument [Line Items]
Interest Rate On Debt			0.43%
Revolving Credit Facility [Member] \| Minimum
Debt Instrument [Line Items]
Unused Borrowing Fee Percentage			0.25%
Revolving Credit Facility [Member] \| Minimum \| London Interbank Offered Rate [Member]
Debt Instrument [Line Items]
Interest Rate On Debt			3.25%
Revolving Credit Facility [Member] \| Minimum \| Base Rate [Member]
Debt Instrument [Line Items]
Interest Rate On Debt			2.25%
Revolving Credit Facility [Member] \| Maximum
Debt Instrument [Line Items]
Unused Borrowing Fee Percentage			0.50%
Revolving Credit Facility [Member] \| Maximum \| London Interbank Offered Rate [Member]
Debt Instrument [Line Items]
Interest Rate On Debt			3.75%
Revolving Credit Facility [Member] \| Maximum \| Base Rate [Member]
Debt Instrument [Line Items]
Interest Rate On Debt			2.75%
Term Loan and Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Margin On LIBOR			an adjusted term secured overnight financing rate as administered by the Federal Reserve Bank of New York (“SOFR”) (subject to a floor of 0.75%) plus an applicable margin of 3.75% and a credit spread adjustment recommended by the Alternative Reference Rates Committee of 0.11%, 0.26% or 0.43% per annum based on 1-month, 3-month or 6-month term SOFR, respectively or
Floor rate			0.75%
Term Loan and Revolving Credit Facility [Member] \| London Interbank Offered Rate [Member]
Debt Instrument [Line Items]
Interest Rate On Debt			3.75%
Term Loan and Revolving Credit Facility [Member] \| Base Rate [Member]
Debt Instrument [Line Items]
Interest Rate On Debt			2.75%
Line Of Credit [Member]
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity			$ 725,000
Term loan discount rate			0.50%
Line of Credit Facility, Annual Principal Payment	$ 100,000
Loss on extinguishment of debt	$ 2,200
Line Of Credit [Member] \| Term Loan and Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Prepayment of annual excess cash flow, Percentage			50.00%
Reduction in Prepayment of annual excess cash flow, Percentage			25.00%
Maximum reduction in Prepayment of annual excess cash flow, Percentage			0.00%
Leverage ratio			7.5
Percentage Of All Commitments			35.00%
2024 Senior Secured Notes [Member]
Debt Instrument [Line Items]
Amortization of deferred financing costs and interest rate caps				600	$ 500	$ 1,800	$ 1,800
Aggregate principal amount				601,400		601,400		606,900
Total debt				599,700		599,700		604,800
Loan origination fees						19,700
Debt issuance costs				9,200		9,200		11,100
Convertible Notes, unamortized discount				$ 1,800		$ 1,800		$ 2,100

Income Tax

9 Months Ended

Sep. 30, 2024

Income Tax Disclosure [Abstract]

Income Tax

13.

Income Tax

The effective income tax rates for the three- and nine-month periods ended September 30, 2024 were 12.5% and 23.1%, respectively, compared to 24.3% and (67.1)%, respectively, for the prior-year periods. For the three-month period ended September 30, 2024, our effective income tax rate was lower than the U.S. federal statutory rate of 21% primarily due to deferred tax adjustments and tax benefits related to domestic research and development tax credits, partially offset by state income taxes. For the nine-month period ended September 30, 2024, our effective income tax rate was higher than the U.S. federal statutory rate of 21% primarily due to state income taxes and stock-based compensation partially offset by tax benefits related to domestic research and development tax credits and deferred tax adjustments. For the three-month period ended September 30, 2023, our effective income tax rate was higher than the U.S. federal statutory rate of 21% due to state income taxes. For the nine-month period ended September 30, 2023, our effective income tax rate was lower than the U.S. federal statutory rate of 21% due to a partial release of the valuation allowance on our deferred income tax assets, partially offset by state income taxes.

We regularly assess the need for a valuation allowance related to our deferred income tax assets to determine, based on the weight of all available positive and negative evidence, whether it is more likely than not that some or all of such deferred assets will not be realized. In our assessments, the Company considers recent financial operating results, the scheduled expiration of our net operating losses, future taxable income, the reversal of existing taxable differences, and tax planning strategies. The remaining valuation allowance is still required for deferred tax assets related to certain state credits, foreign net operating losses and capital loss carryforwards as it is more likely than not as of September 30, 2024 that these deferred tax assets will not be realized.

We are subject to taxation and file income tax returns in the United States federal jurisdiction and many states, Brazil, Canada, Mexico and the United Kingdom. With few exceptions, as of September 30, 2024 we are no longer subject to U.S. federal, state, local or foreign examinations by tax authorities for years before 2020.

We record penalties and interest relating to uncertain tax positions in the income tax provision line item in the Unaudited Condensed Consolidated Statements of Operations. No penalties or interest related to uncertain tax positions were recorded for the three- and nine-month periods ended September 30, 2024 and 2023. As of September 30, 2024 and December 31, 2023, we did not have a liability recorded for interest or potential penalties.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
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-Publisher FASB
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+ Details

Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Allowances on accounts receivable	$ 2,807	$ 2,091
Other non-current assets, net of allowances	$ 720	$ 591
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	138,949,113	137,632,284
Common stock, shares outstanding	126,140,650	128,462,343

Composition of Certain Balance Sheet Accounts - Schedule of Other Non-Current Assets (Parenthetical) (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Other Assets, Noncurrent [Abstract]
Contract with Customer, Asset, Accumulated Allowance for Credit Loss, Noncurrent	$ 720	$ 591

Unaudited Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Revenue:
Total revenue	$ 100,529	$ 97,949	$ 306,910	$ 299,767
Operating expenses:
Cost of service revenue (exclusive of amounts shown below)	19,051	18,116	55,793	51,732
Cost of equipment revenue (exclusive of amounts shown below)	15,165	12,320	47,383	47,983
Engineering, design and development	9,759	9,154	29,279	26,259
Sales and marketing	8,551	7,015	25,870	21,748
General and administrative	24,917	13,336	61,416	40,734
Depreciation and amortization	4,015	4,692	11,743	12,022
Total operating expenses	81,458	64,633	231,484	200,478
Operating income	19,071	33,316	75,426	99,289
Other expense (income):
Interest income	(2,419)	(1,622)	(6,587)	(5,509)
Interest Expense, Nonoperating	9,670	8,025	26,193	24,807
Loss on extinguishment of debt	0	0	0	2,224
Other expense (income), net	(332)	(728)	1,286	(733)
Total other expense	6,919	5,675	20,892	20,789
Income before income taxes	12,152	27,641	54,534	78,500
Income tax provision (benefit)	1,522	6,728	12,575	(52,711)
Net income	$ 10,630	$ 20,913	$ 41,959	$ 131,211
Net income attributable to common stock per share
Basic	$ 0.08	$ 0.16	$ 0.33	$ 1.01
Diluted	$ 0.08	$ 0.16	$ 0.32	$ 0.98
Weighted average number of shares:
Weighted average shares outstanding basic	127,918	129,951	128,513	129,632
Weighted average shares outstanding diluted	130,389	133,320	131,538	133,382
Service [Member]
Revenue:
Total revenue	$ 81,857	$ 79,546	$ 245,459	$ 237,107
Equipment [Member]
Revenue:
Total revenue	$ 18,672	$ 18,403	$ 61,451	$ 62,660

Composition of Certain Balance Sheet Accounts - Schedule of Components of Inventories (Details) - USD ($)
$ in Thousands

Sep. 30, 2024

Dec. 31, 2023

Inventory Disclosure [Abstract]

Work-in-process component parts

$ 38,969

$ 34,692

Finished goods

35,879

28,495

Total inventory

^[1]

$ 74,848

$ 63,187

[1]	See Note 4, “Government Assistance,” for additional information.

Long-Term Debt and Other Liabilities (Tables)

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Schedule of Long-Term Debt

Long-term debt as of September 30, 2024 and December 31, 2023 was as follows (in thousands):


	September 30,			December 31,
	2024			2023
Term Loan Facility	$	599,668		$	604,797
Less: deferred financing costs		(8,554	)		(10,046	)
Less: current portion of long-term debt		(7,250	)		(7,250	)
Total long-term debt	$	583,864		$	587,501

- 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
-Name Accounting Standards Codification
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-Paragraph 1
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Reference 2: http://www.xbrl.org/2003/role/exampleRef
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Reference 3: http://www.xbrl.org/2003/role/exampleRef
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-URI https://asc.fasb.org/1943274/2147481568/470-20-55-69E

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
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+ Details

Interest Costs - Summary of Interest Costs (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Schedule of Interest [Line Items]
Interest costs charged to expense	$ 13,098	$ 13,545	$ 39,698	$ 42,254
Amortization of deferred financing costs	621	519	1,818	1,794
Amortization of the purchase price of interest rate caps	575	465	1,967	877
Interest rate cap benefit	(4,730)	(6,589)	(17,599)	(20,422)
Accretion of debt discount	106	85	309	304
Interest expense	9,670	8,025	26,193	24,807
Total interest costs	10,806	8,793	29,081	26,908
Property and Equipment [Member]
Schedule of Interest [Line Items]
Interest costs capitalized	740	555	1,948	1,557
Software [Member]
Schedule of Interest [Line Items]
Interest costs capitalized	$ 396	$ 213	$ 940	$ 544

Leases (Tables)

9 Months Ended

Sep. 30, 2024

Leases [Abstract]

Schedule of Lease Expense Included in 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 September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Operating lease cost	$	4,202	$	3,998	$	12,393	$	11,908
Financing lease cost:
Amortization of leased assets		14		22		42		100
Interest on lease liabilities		3		—		10		8
Total lease cost	$	4,219	$	4,020	$	12,445	$	12,016

Schedule of Other Information Regarding Leases

Other information regarding our leases is as follows (in thousands, except lease terms and discount rates):


	For the Nine Months Ended September 30,
	2024			2023
Supplemental cash flow information
Cash paid for amounts included in measurement of lease liabilities:
Operating cash flows used in operating leases	$	12,864		$	12,203
Operating cash flows used in financing leases	$	10		$	8
Financing cash flows used in financing leases	$	8		$	117
Non-cash items:
Operating leases obtained	$	5,021		$	3,713
Financing leases obtained	$	170		$	—
Weighted average remaining lease term
Operating leases	6 years			7 years
Financing leases	2 years			1 year
Weighted average discount rate
Operating leases		6.9	%		6.8	%
Financing leases		9.0	%		12.9	%

Schedule of Annual Future Minimum Lease Payments

Annual future minimum lease payments as of September 30, 2024 (in thousands):


Years ending December 31,	Operating Leases			Financing Leases
2024 (period from October 1 to December 31)	$	3,013		$	46
2025		17,383			62
2026		16,948			60
2027		15,262			15
2028		13,364			—
Thereafter		31,463			—
Total future minimum lease payments		97,433			183
Less: Amount representing interest		(18,252	)		(15	)
Present value of net minimum lease payments	$	79,181		$	168
Reported as of September 30, 2024
Accrued liabilities	$	11,176		$	84
Non-current operating lease liabilities		68,005			—
Other non-current liabilities		—			84
Total lease liabilities	$	79,181		$	168

Income Tax - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Effective income tax rate	12.50%	24.30%	23.10%	(67.10%)
Federal statutory rate	21.00%	21.00%	21.00%	21.00%
Interest or penalties related to uncertain tax positions	$ 0	$ 0	$ 0	$ 0
Liabilities for interest and potential penalties	$ 0		$ 0		$ 0

Leases - Schedule of Annual Future Minimum Lease Payments (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Operating Leases
2024 (period from October 1 to December 31)	$ 3,013
2025	17,383
2026	16,948
2027	15,262
2028	13,364
Thereafter	31,463
Total future minimum lease payments	97,433
Less: Amount representing interest	(18,252)
Present value of net minimum lease payments	79,181
Accrued liabilities	11,176	$ 10,284
Non-current operating lease liabilities	68,005	$ 73,047
Other non-current liabilities	0
Total lease liabilities	79,181
Financing Leases
2024 (period from October 1 to December 31)	46
2025	62
2026	60
2027	15
2028	0
Thereafter	0
Total future minimum lease payments	183
Less: Amount representing interest	(15)
Present value of net minimum lease payments	168
Accrued liabilities	84
Non-current operating lease liabilities	0
Other non-current liabilities	84
Total lease liabilities	$ 168

Composition of Certain Balance Sheet Accounts - Schedule of Other Non-Current Assets (Details) - USD ($)
$ in Thousands

Sep. 30, 2024

Dec. 31, 2023

Other Assets, Noncurrent [Abstract]

Interest rate caps

$ 3,824

$ 10,295

Contract assets, net of allowances of $720 and $591, respectively(1)

^[1]

14,730

9,625

Revolving credit facility deferred financing costs

686

1,011

Other

4,989

5,048

Total other non-current assets

$ 24,229

$ 25,979

[1]	See Note 4, “Government Assistance,” for additional information.

Document And Entity Information - shares	9 Months Ended
Document And Entity Information - shares	Sep. 30, 2024	Oct. 31, 2024
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Entity Interactive Data Current	Yes
Entity Central Index Key	0001537054
Document Fiscal Period Focus	Q3
Document Period End Date	Sep. 30, 2024
Document Fiscal Year Focus	2024
Entity Registrant Name	Gogo Inc.
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Common Stock, Shares Outstanding		125,779,239
Entity Address, Country	CO
Document Transition Report	false
Document Quarterly Report	true
Securities Act File Number	001-35975
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	27-1650905
Entity Address, Address Line One	105 Edgeview Dr
Entity Address, Address Line Two	Suite 300
Entity Address, City or Town	Broomfield
Entity Address, Postal Zip Code	80021
City Area Code	303
Local Phone Number	301-3271
Entity Emerging Growth Company	false
Entity Shell Company	false
Common Stock
Document Information [Line Items]
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	GOGO
Security Exchange Name	NASDAQ
Preferred Stock
Document Information [Line Items]
Title of 12(b) Security	Preferred Stock Purchase Rights
Trading Symbol	GOGO
Security Exchange Name	NASDAQ

Fair Value of Financial Assets and Liabilities

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Fair Value of Financial Assets and Liabilities

11.

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 1 - defined as observable inputs such as quoted prices for identical assets or liabilities in active markets;

•

Level 2 - defined as observable inputs other than Level 1 inputs 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 3 - defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

Refer to Note 9, “Derivative Instruments and Hedging Activities,” for fair value information relating to our interest rate caps.

Investment in Convertible Note:

On February 26, 2024, Gogo invested $5 million in a convertible note offering (“Investment in Convertible Note”). The Investment in Convertible Note accrues interest at 5% per annum, payable upon maturity of the note or upon conversion, and matures two years after the date of issuance. We have elected to measure our Investment in Convertible Note using the fair value option and record changes in fair value, including accrued interest, in Other (income) expense, net on the Unaudited Condensed Consolidated Statements of Operations. The Company elected the fair value option for the Investment in Convertible Note to eliminate complexities of applying certain accounting models.

The fair value of the Investment in Convertible Note is measured using Level 3 (unobservable) inputs. The Company, with the assistance of a third-party valuation specialist, determined the fair value using a binomial lattice model. The significant assumptions used in the model include the yield, equity volatility, outstanding principal, remaining term, stated interest rate, risk-free interest rate and the current publicly available stock price. The yield is estimated using similar security yields for companies with similar credit ratings. Equity volatility is estimated based on observed equity volatility for similar companies. The outstanding principal, remaining term and stated interest rate are all determined based on contractually defined terms and the risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of measurement for time periods approximately equal to the remaining time to maturity.

The reconciliation of beginning and ending balances of the Investment in Convertible Note as of September 30, 2024 were as follows (in thousands):


	For the Three Months Ended September 30,		For the Nine Months Ended September 30,
	2024		2024
Balance at beginning of period	$	3,438	$	—
Investment		—		5,000
Change in fair value		323		(1,239	)
Balance at end of period	$	3,761	$	3,761

Long-Term Debt:

As of September 30, 2024 and December 31, 2023, our only financial asset and liability disclosed but not measured at fair value is the Term Loan Facility, which is reflected on the Unaudited Condensed Consolidated Balance Sheets at cost. The fair value measurement is classified as Level 2 within the fair value hierarchy since it is based on quoted market prices of our instrument in markets that are not active. We estimated the fair value of the Term Loan Facility by calculating the upfront cash payment a market participant would require to assume this obligation. The upfront cash payment used in the calculation of fair value on our September 30, 2024 Unaudited Condensed Consolidated Balance Sheets, excluding any issuance costs, is the amount that a market participant would be willing to lend at such date to an entity with a credit rating similar to ours and that would allow such an entity to achieve sufficient cash inflows to cover the scheduled cash outflows under the Term Loan Facility.

The fair value and carrying value of long-term debt as of September 30, 2024 and December 31, 2023 were as follows (in thousands):


	September 30, 2024					December 31, 2023
	Fair Value (1)		Carrying Value			Fair Value (1)		Carrying Value
Term Loan Facility	$	568,000	$	599,668	(2)	$	610,000	$	604,797	(2)

(1)

Fair value amounts are rounded to the nearest million.

(2)

Equity Investment:

- 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

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 820
-SubTopic 10
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+ Details

Leases - Additional Information (Details)	9 Months Ended
Leases - Additional Information (Details)	Sep. 30, 2024
Leases [Abstract]
Lessee operating lease option to extend	15 years

Intangible Assets

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

Our intangible assets are comprised of both indefinite-lived and finite-lived intangible assets. Intangible assets with indefinite lives 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 test of our indefinite-lived intangible assets during the fourth quarter of each fiscal year, and the results from the test performed in the fourth quarter of 2023 indicated no impairment. 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.

As of both September 30, 2024 and December 31, 2023, our goodwill balance was $0.6 million.

Our intangible assets, other than goodwill, as of September 30, 2024 and December 31, 2023 were as follows (in thousands, except for weighted average remaining useful life):


		As of September 30, 2024			As of December 31, 2023
	Weighted Average Remaining Useful Life (in years)	Gross Carrying Amount	Accumulated Amortization	Net Carrying Amount	Gross Carrying Amount	Accumulated Amortization	Net Carrying Amount
Amortized intangible assets(1):
Software	7.4	$76,798	$(46,435)	$30,363	$68,155	$(45,910)	$22,245
Other intangible assets	9.1	1,622	—	1,622	499	—	499
Service customer relationships		8,081	(8,081)	—	8,081	(8,081)	—
OEM and dealer relationships		6,724	(6,724)	—	6,724	(6,724)	—
Total amortized intangible assets		93,225	(61,240)	31,985	83,459	(60,715)	22,744
Unamortized intangible assets:
FCC Licenses		32,283	—	32,283	32,283	—	32,283
Total intangible assets		$125,508	$(61,240)	$64,268	$115,742	$(60,715)	$55,027

(1) See Note 4, “Government Assistance,” for additional information.

Amortization expense was $0.2 million and $0.6 million, respectively, for the three- and nine-month periods ended September 30, 2024 and $0.5 million and $1.7 million, respectively, for the prior-year periods.

Amortization expense for the remainder of 2024, each of the next four years and thereafter is estimated to be as follows (in thousands):


		Amortization
Years ending December 31,		Expense
2024 (period from October 1 to December 31)		$221
2025		$2,952
2026		$4,581
2027		$4,437
2028		$4,263
Thereafter		$15,531

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

Leases

9 Months Ended

Sep. 30, 2024

Leases [Abstract]

Leases

14.

Leases

Operating and Financing Leases — We determine whether a contract contains a lease at contract inception. Lease liabilities are calculated using a discount rate based on our incremental borrowing rate at lease commencement. We have operating lease agreements primarily related to cell sites and office space. Certain cell site and office space leases have renewal option terms that have been deemed reasonably certain to be exercised. These renewal options extend a lease by up to 15 years. We recognize operating lease expense on a straight-line basis over the lease term. As of September 30, 2024, there were no significant leases which had 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 September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Operating lease cost	$	4,202	$	3,998	$	12,393	$	11,908
Financing lease cost:
Amortization of leased assets		14		22		42		100
Interest on lease liabilities		3		—		10		8
Total lease cost	$	4,219	$	4,020	$	12,445	$	12,016

Other information regarding our leases is as follows (in thousands, except lease terms and discount rates):


	For the Nine Months Ended September 30,
	2024			2023
Supplemental cash flow information
Cash paid for amounts included in measurement of lease liabilities:
Operating cash flows used in operating leases	$	12,864		$	12,203
Operating cash flows used in financing leases	$	10		$	8
Financing cash flows used in financing leases	$	8		$	117
Non-cash items:
Operating leases obtained	$	5,021		$	3,713
Financing leases obtained	$	170		$	—
Weighted average remaining lease term
Operating leases	6 years			7 years
Financing leases	2 years			1 year
Weighted average discount rate
Operating leases		6.9	%		6.8	%
Financing leases		9.0	%		12.9	%

Annual future minimum lease payments as of September 30, 2024 (in thousands):


Years ending December 31,	Operating Leases			Financing Leases
2024 (period from October 1 to December 31)	$	3,013		$	46
2025		17,383			62
2026		16,948			60
2027		15,262			15
2028		13,364			—
Thereafter		31,463			—
Total future minimum lease payments		97,433			183
Less: Amount representing interest		(18,252	)		(15	)
Present value of net minimum lease payments	$	79,181		$	168
Reported as of September 30, 2024
Accrued liabilities	$	11,176		$	84
Non-current operating lease liabilities		68,005			—
Other non-current liabilities		—			84
Total lease liabilities	$	79,181		$	168

Intangible Assets - Schedule of Intangible Assets, Other than Goodwill (Details) - USD ($)
$ in Thousands

Sep. 30, 2024

Dec. 31, 2023

Intangible Assets Net Excluding Goodwill [Line Items]

Total amortized intangible assets, Gross Carrying Amount

^[1]

$ 93,225

$ 83,459

Total amortized intangible assets, Accumulated Amortization

^[1]

(61,240)

(60,715)

Total amortized intangible assets, Net Carrying Amount

^[1]

31,985

22,744

Total intangible assets, Gross Carrying amount

125,508

115,742

Total intangible assets, Net Carrying Amount

$ 64,268

55,027

Software [Member]

Intangible Assets Net Excluding Goodwill [Line Items]

Weighted Average Remaining Useful Life (in years)

^[1]

7 years 4 months 24 days

Total amortized intangible assets, Gross Carrying Amount

^[1]

$ 76,798

68,155

Total amortized intangible assets, Accumulated Amortization

^[1]

(46,435)

(45,910)

Total amortized intangible assets, Net Carrying Amount

^[1]

$ 30,363

22,245

Other Intangible Assets [Member]

Intangible Assets Net Excluding Goodwill [Line Items]

Weighted Average Remaining Useful Life (in years)

^[1]

9 years 1 month 6 days

Total amortized intangible assets, Gross Carrying Amount

^[1]

$ 1,622

499

Total amortized intangible assets, Net Carrying Amount

^[1]

1,622

499

Service Customer Relationships [Member]

Intangible Assets Net Excluding Goodwill [Line Items]

Total amortized intangible assets, Gross Carrying Amount

^[1]

8,081

Total amortized intangible assets, Accumulated Amortization

^[1]

(8,081)

OEM and Dealer Relationships [Member]

Intangible Assets Net Excluding Goodwill [Line Items]

Total amortized intangible assets, Gross Carrying Amount

^[1]

6,724

Total amortized intangible assets, Accumulated Amortization

^[1]

(6,724)

FCC Licenses [Member]

Intangible Assets Net Excluding Goodwill [Line Items]

Total unamortized intangible assets, Gross Carrying Amount

32,283

Total unamortized intangible assets, Net Carrying Amount

$ 32,283

[1]	See Note 4, “Government Assistance,” for additional information.

Fair Value of Financial Assets and Liabilities - Summary of Fair Value and Carrying Value of Long-Term Debt (Parenthetical) (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Term Loan Facility [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Debt instrument, unamortized discount	$ 1.8	$ 2.1

Unaudited Condensed Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Income	Accumulated Deficit	Treasury Stock
Beginning Balance at Dec. 31, 2022	$ (101,869)	$ 14	$ 1,385,933	$ 30,128	$ (1,359,569)	$ (158,375)
Beginning Balance, shares at Dec. 31, 2022		127,840,813				8,690,549
Net income	131,211				131,211
Currency translation adjustments, net of tax	123			123
Fair value adjustments of cash flow hedges, net of tax	(6,338)			(6,338)
Stock-based compensation expense	15,729		15,729
Issuance of common stock upon exercise of stock options	361		361
Issuance of common stock upon exercise of stock options, shares		140,141
Issuance of common stock upon vesting of restricted stock units, Shares		829,605
Tax withholding related to vesting of restricted stock units	(6,080)		(6,080)
Issuance of common stock in connection with employee stock purchase plan	405		405
Issuance of common stock in connection with employee stock purchase plan, Shares		29,257
Ending Balance at Sep. 30, 2023	33,542	$ 14	1,396,348	23,913	(1,228,358)	$ (158,375)
Ending Balance, shares at Sep. 30, 2023		128,839,816				8,690,549
Beginning Balance at Jun. 30, 2023	9,212	$ 14	1,391,692	25,152	(1,249,271)	$ (158,375)
Beginning Balance, shares at Jun. 30, 2023		128,696,883				8,690,549
Net income	20,913				20,913
Currency translation adjustments, net of tax	(136)			(136)
Fair value adjustments of cash flow hedges, net of tax	(1,103)			(1,103)
Stock-based compensation expense	5,235		5,235
Issuance of common stock upon exercise of stock options	62		62
Issuance of common stock upon exercise of stock options, shares		25,370
Issuance of common stock upon vesting of restricted stock units, Shares		117,563
Tax withholding related to vesting of restricted stock units	(641)		(641)
Ending Balance at Sep. 30, 2023	33,542	$ 14	1,396,348	23,913	(1,228,358)	$ (158,375)
Ending Balance, shares at Sep. 30, 2023		128,839,816				8,690,549
Beginning Balance at Dec. 31, 2023	40,725	$ 14	1,402,003	15,796	(1,213,891)	$ (163,197)
Beginning Balance, shares at Dec. 31, 2023		128,462,343				9,169,941
Net income	41,959				41,959
Currency translation adjustments, net of tax	(126)			(126)
Fair value adjustments of cash flow hedges, net of tax	(10,711)			(10,711)
Stock-based compensation expense	14,755		14,755
Issuance of common stock upon exercise of stock options	$ 592		592
Issuance of common stock upon exercise of stock options, shares	221,854	221,854
Issuance of common stock upon vesting of restricted stock units, Shares		1,094,975
Tax withholding related to vesting of restricted stock units	$ (3,508)		(3,508)
Issuance of common stock in connection with employee stock purchase plan	(30,962)					$ (30,962)
Issuance of common stock in connection with employee stock purchase plan, Shares		(3,638,522)				3,638,522
Ending Balance at Sep. 30, 2024	52,724	$ 14	1,413,842	4,959	(1,171,932)	$ (194,159)
Ending Balance, shares at Sep. 30, 2024		126,140,650				12,808,463
Beginning Balance at Jun. 30, 2024	52,011	$ 14	1,409,060	11,991	(1,182,562)	$ (186,492)
Beginning Balance, shares at Jun. 30, 2024		126,882,774				11,793,865
Net income	10,630				10,630
Currency translation adjustments, net of tax	131			131
Fair value adjustments of cash flow hedges, net of tax	(7,163)			(7,163)
Stock-based compensation expense	5,030		5,030
Issuance of common stock upon exercise of stock options	298		298
Issuance of common stock upon exercise of stock options, shares		109,382
Issuance of common stock upon vesting of restricted stock units, Shares		163,092
Tax withholding related to vesting of restricted stock units	(546)		(546)
Repurchase of common stock, shares		(1,014,598)				1,014,598
Repurchase of common stock, value	(7,667)					$ (7,667)
Ending Balance at Sep. 30, 2024	$ 52,724	$ 14	$ 1,413,842	$ 4,959	$ (1,171,932)	$ (194,159)
Ending Balance, shares at Sep. 30, 2024		126,140,650				12,808,463

Accumulated Other Comprehensive Income (Loss) - Summary of changes in accumulated other comprehensive income (loss) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Accumulated Other Comprehensive Income Loss [Line Items]
Beginning Balance	$ 52,011	$ 9,212	$ 40,725	$ (101,869)
Other comprehensive income (loss) before reclassifications	(4,039)	3,517	1,040	8,405
Net current period comprehensive income (loss)	(7,032)	(1,239)	(10,837)	(6,215)
Ending Balance	52,724	33,542	52,724	33,542
Currency Translation Adjustment [Member]
Accumulated Other Comprehensive Income Loss [Line Items]
Beginning Balance			(934)	(1,225)
Other comprehensive income (loss) before reclassifications			(126)	123
Less: income realized and reclassified to earnings			0	0
Net current period comprehensive income (loss)			(126)	123
Ending Balance	(1,060)	(1,102)	(1,060)	(1,102)
Change in Fair Value Cash Flow Hedges [Member]
Accumulated Other Comprehensive Income Loss [Line Items]
Beginning Balance			16,730	31,353
Other comprehensive income (loss) before reclassifications			1,040	8,405
Less: income realized and reclassified to earnings			11,751	14,743
Net current period comprehensive income (loss)			(10,711)	(6,338)
Ending Balance	6,019	25,015	6,019	25,015
Accumulated Other Comprehensive Income
Accumulated Other Comprehensive Income Loss [Line Items]
Beginning Balance	11,991	25,152	15,796	30,128
Other comprehensive income (loss) before reclassifications			914	8,528
Less: income realized and reclassified to earnings			11,751	14,743
Net current period comprehensive income (loss)			(10,837)	(6,215)
Ending Balance	$ 4,959	$ 23,913	$ 4,959	$ 23,913

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

Amount after tax, before reclassification adjustments of other comprehensive income (loss).

+ References + Details

- Definition

Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(29))
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Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
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-SubTopic 10
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-Section S99
-Paragraph 1
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Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 4: http://www.xbrl.org/2003/role/exampleRef
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-Section 55
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 10
-Name Accounting Standards Codification
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+ Details

Composition of Certain Balance Sheet Accounts - Schedule of Property and Equipment (Details) - USD ($)
$ in Thousands

Sep. 30, 2024

Dec. 31, 2023

Property, Plant and Equipment [Line Items]

Property and equipment, gross

$ 225,598

$ 219,461

Accumulated depreciation

(131,768)

(121,332)

Total property and equipment, net

93,830

98,129

Office Equipment, Furniture, Fixtures and Other [Member]

Property, Plant and Equipment [Line Items]

Property and equipment, gross

20,446

19,153

Leasehold Improvements [Member]

Property, Plant and Equipment [Line Items]

Property and equipment, gross

16,174

16,132

Network Equipment [Member]

Property, Plant and Equipment [Line Items]

Property and equipment, gross

^[1]

$ 188,978

$ 184,176

[1]	See Note 4, “Government Assistance,” for additional information.

Intangible Assets - Summary of Amortization Expenses (Details) $ in Thousands	Sep. 30, 2024 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2024 (period from October 1 to December 31)	$ 221
2025	2,952
2026	4,581
2027	4,437
2028	4,263
Thereafter	$ 15,531

Government Assistance - Summary of Deductions to the Carrying Value of Asset Balances (Details) - USD ($)
$ in Thousands

Sep. 30, 2024

Dec. 31, 2023

Government Assistance [Line Items]

Inventories

^[1]

$ (74,848)

$ (63,187)

Prepaids expenses and other current assets

(50,013)

(64,138)

Property and equipment, net

(93,830)

(98,129)

Intangible assets, net

(64,888)

(55,647)

Other non-current assets

(24,229)

(25,979)

FCC Reimbursement Program [Member]

Government Assistance [Line Items]

Inventories

(5,220)

(4,970)

Prepaids expenses and other current assets

(3,050)

(1,542)

Property and equipment, net

(5,470)

(2,094)

Intangible assets, net

(297)

(58)

Other non-current assets

$ (10,010)

$ (5,542)

[1]	See Note 4, “Government Assistance,” for additional information.

Stock-Based Compensation and 401(k) Plan (Tables)

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [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 Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Cost of service revenue	$	457	$	448	$	1,487	$	1,229
Cost of equipment revenue		388		349		1,199		987
Engineering, design and development		1,071		903		3,137		2,565
Sales and marketing		1,054		940		3,229		2,661
General and administrative		2,060		2,595		5,703		8,287
Total stock-based compensation expense	$	5,030	$	5,235	$	14,755	$	15,729

Derivative Instruments and Hedging Activities (Tables)

9 Months Ended

Sep. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Notional Amounts Strike Rates and End Dates of the Cap Agreements

The notional amounts, strike rates and end dates of the cap agreements are as follows (notional amounts in thousands):


Start Date	End Date	Notional Amounts		Strike Rate
7/31/2021	7/30/2023	$	650,000		0.75	%
7/31/2023	7/30/2024		525,000		0.75	%
7/31/2024	7/30/2025		350,000		1.25	%
7/31/2025	7/30/2026		250,000		2.25	%
7/31/2026	7/30/2027		200,000		2.75	%

Schedule of Derivative Assets at Fair Value

The following table presents the fair value of our interest rate derivatives included in the Unaudited Condensed Consolidated Balance Sheets for the periods presented (in thousands):


		September 30,		December 31,
Derivatives designated as hedging instruments	Balance sheet location	2024		2023
Current portion of interest rate caps	Prepaid expenses and other current assets	$	9,056	$	18,801
Non-current portion of interest rate caps	Other non-current assets	$	3,824	$	10,295

Unaudited Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands

Sep. 30, 2024

Dec. 31, 2023

Current assets:

Cash and cash equivalents

$ 176,678

$ 139,036

Accounts receivable, net of allowances of $2,807 and $2,091, respectively

45,875

48,233

Inventories

^[1]

74,848

63,187

Prepaid expenses and other current assets

50,013

64,138

Total current assets

347,414

314,594

Non-current assets:

Property and equipment, net

93,830

98,129

Intangible assets, net

64,888

55,647

Operating lease right-of-use assets

67,171

70,552

Investment in convertible note

3,761

Other non-current assets, net of allowances of $720 and $591, respectively

24,229

25,979

Deferred income taxes

209,444

216,638

Total non-current assets

463,323

466,945

Total assets

810,737

781,539

Current liabilities:

Accounts payable

26,445

16,094

Accrued liabilities

61,476

47,649

Deferred revenue

1,843

1,003

Current portion of long-term debt

7,250

Total current liabilities

97,014

71,996

Non-current liabilities:

Long-term debt

583,864

587,501

Non-current operating lease liabilities

68,005

73,047

Other non-current liabilities

9,130

8,270

Total non-current liabilities

660,999

668,818

Total liabilities

758,013

740,814

Commitments and contingencies (Note 15)

Stockholders' equity

Common stock, par value $0.0001 per share; 500,000,000 shares authorized at September 30, 2024 and December 31, 2023; 138,949,113 and 137,632,284 shares issued at September 30, 2024 and December 31, 2023, respectively; and 126,140,650 and 128,462,343 shares outstanding at September 30, 2024 and December 31, 2023, respectively

Additional paid-in capital

1,413,842

1,402,003

Accumulated other comprehensive income

4,959

15,796

Treasury stock, at cost

(194,159)

(163,197)

Accumulated deficit

(1,171,932)

(1,213,891)

Total stockholders' equity

52,724

40,725

Total liabilities and stockholders' equity

$ 810,737

$ 781,539

[1]	See Note 4, “Government Assistance,” for additional information.

Revenue Recognition - Summary of Revenue Disaggregated by Category (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Disaggregation Of Revenue [Line Items]
Disaggregation of revenue	$ 100,529	$ 97,949	$ 306,910	$ 299,767
Aircraft Owner/Operator/Service Provider [Member]
Disaggregation Of Revenue [Line Items]
Disaggregation of revenue	81,857	79,546	245,459	237,107
OEM and Aftermarket Dealer [Member]
Disaggregation Of Revenue [Line Items]
Disaggregation of revenue	18,672	18,403	61,451	62,660
Cost of Service Revenue [Member]
Disaggregation Of Revenue [Line Items]
Disaggregation of revenue	81,857	79,546	245,459	237,107
Cost of Equipment Revenue [Member]
Disaggregation Of Revenue [Line Items]
Disaggregation of revenue	18,672	18,403	61,451	62,660
Connectivity [Member] \| Cost of Service Revenue [Member]
Disaggregation Of Revenue [Line Items]
Disaggregation of revenue	80,537	78,246	241,508	233,291
Entertainment and Other [Member] \| Cost of Service Revenue [Member]
Disaggregation Of Revenue [Line Items]
Disaggregation of revenue	1,320	1,300	3,951	3,816
ATG [Member] \| Cost of Equipment Revenue [Member]
Disaggregation Of Revenue [Line Items]
Disaggregation of revenue	16,001	14,782	52,544	50,665
Narrowband Satellite [Member] \| Cost of Equipment Revenue [Member]
Disaggregation Of Revenue [Line Items]
Disaggregation of revenue	1,807	1,564	5,729	6,373
Other [Member] \| Cost of Equipment Revenue [Member]
Disaggregation Of Revenue [Line Items]
Disaggregation of revenue	$ 864	$ 2,057	$ 3,178	$ 5,622

Accumulated Other Comprehensive Income (Loss) (Tables)

9 Months Ended

Sep. 30, 2024

AOCI Attributable to Parent [Abstract]

Summary of Changes in Accumulated Other Comprehensive Income (Loss)

The following is a summary of changes in accumulated other comprehensive income (loss) by component (in thousands):


				Change in
	Currency			Fair Value of
	Translation			Cash Flow
	Adjustment			Hedges			Total
Balance at January 1, 2024	$	(934	)	$	16,730		$	15,796
Other comprehensive income (loss) before reclassifications		(126	)		1,040			914
Less: income realized and reclassified to earnings		—			11,751			11,751
Net current period comprehensive income (loss)		(126	)		(10,711	)		(10,837	)
Balance at September 30, 2024	$	(1,060	)	$	6,019		$	4,959


				Change in
	Currency			Fair Value of
	Translation			Cash Flow
	Adjustment			Hedges			Total
Balance at January 1, 2023	$	(1,225	)	$	31,353		$	30,128
Other comprehensive income (loss) before reclassifications		123			8,405			8,528
Less: income realized and reclassified to earnings		—			14,743			14,743
Net current period comprehensive income (loss)		123			(6,338	)		(6,215	)
Balance at September 30, 2023	$	(1,102	)	$	25,015		$	23,913

Fair Value of Financial Assets and Liabilities - Additional Information (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
	Feb. 26, 2024	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Equity Investment			$ 5,000
Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Unrealized holding gain in the equity investment			$ 800		$ 800
Convertible Note [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Payments to acquire investments	$ 5,000	$ 0		$ 5,000
Investment interest rate	5.00%

- Definition

Amount of unrealized gain (loss) on investment in debt and equity securities.

+ References + Details

- Definition

Rate of interest on investment.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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+ Details

Government Assistance - Summary of Increases to Net Income (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Operating expenses:
General and administrative	$ 24,917	$ 13,336	$ 61,416	$ 40,734
FCC Reimbursement Program [Member]
Revenue:
Service revenue	796	380	2,239	380
Operating expenses:
Cost of service revenue	100	694	610	697
Cost of equipment revenue	3,647	2,752	10,415	2,752
General and administrative	$ 50	$ 153	$ 231	$ 185

Government Assistance

9 Months Ended

Sep. 30, 2024

Government Assistance [Abstract]

Government Assistance

FCC Reimbursement Program

On July 15, 2022, the Company was notified that it was approved for participation in the FCC Reimbursement Program, designed to reimburse providers of advanced communications services for reasonable costs incurred in the required removal, replacement, and disposal of covered communications equipment or services, that have been deemed to pose a national security risk, from their networks. Pursuant to the FCC Reimbursement Program, the FCC approved up to approximately $334 million in reimbursements to the Company to cover documented and approved costs to (i) remove and securely destroy all ZTE communications equipment and services in the Company’s terrestrial U.S. networks and replace such equipment and (ii) remove and replace certain equipment installed on aircraft operated by the Company’s ATG customers that is not compatible with the terrestrial equipment that will replace ZTE equipment. Due to a shortfall in the amount appropriated by Congress to fund the FCC Reimbursement Program, approximately $132 million of the approved amount is currently allocated to the Company under the program. If Congress appropriates additional funds for this purpose, the allocations of the Company and other approved applicants will be increased pro rata. Program participants are subject to a number of conditions and requirements under the FCC’s rules including a requirement that they submit their first reimbursement request by July 17, 2023 and certify that they have developed a plan to permanently remove, replace and dispose of covered equipment or services within one year following the first reimbursement request. The rules permit

participants to petition the FCC for one or more six-month extensions of the completion deadline. The Company, with the assistance of an advisor engaged to help administer the program, submitted and received its first reimbursement claim in July 2023. The Company’s original one year term to complete the program was set for July 21, 2024. On March 29, 2024 the Company was granted its first six-month extension by the FCC extending the program completion deadline to January 21, 2025. Based on discussions with our vendors supporting the program regarding lead times for network equipment, we plan to petition the FCC for multiple extensions, as outlined in our application for the FCC Reimbursement Program.

As of September 30, 2024 and December 31, 2023, we have recorded a $12.9 million and $18.3 million receivable from the FCC, respectively, which is included in Prepaid expenses and other current assets in our Unaudited Condensed Consolidated Balance Sheets.

The following are the deductions to the carrying value of asset balances in our Unaudited Condensed Consolidated Balance Sheets as of September 30, 2024 and December 31, 2023 (in thousands):


	As of September 30,			As of December 31,
	2024			2023
Assets:
Inventories	$	(5,220	)	$	(4,970	)
Prepaids expenses and other current assets		(3,050	)		(1,542	)
Property and equipment, net		(5,470	)		(2,094	)
Intangible assets, net		(297	)		(58	)
Other non-current assets		(10,010	)		(5,542	)

The following are the increases to Net income in our Unaudited Condensed Consolidated Statements of Operations for the three- and nine-month periods ended September 30, 2024 (in thousands):


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Revenue:
Service revenue	$	796	$	380	$	2,239	$	380
Operating expenses:
Cost of service revenue		100		694		610		697
Cost of equipment revenue		3,647		2,752		10,415		2,752
General and administrative		50		153		231		185

Composition of Certain Balance Sheet Accounts - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Accrued Liabilities, Current [Abstract]
Operating leases	$ 11,176	$ 10,284
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Total accrued liabilities	Total accrued liabilities
Employee compensation and benefits	$ 12,419	$ 10,386
Customer credit reserve	10,126	6,027
Network equipment	4,513	4,533
Warranty reserve	3,340	3,420
Gogo Galileo development costs	7,646	2,432
Taxes	2,957	2,170
Accrued interest	153	469
Other	9,146	7,928
Total accrued liabilities	$ 61,476	$ 47,649

Long-Term Debt and Other Liabilities - Schedule of Long-Term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Less: deferred financing costs	$ (8,554)	$ (10,046)
Less: current portion of long-term debt	(7,250)	(7,250)
Total long-term debt	583,864	587,501
Line Of Credit [Member]
Debt Instrument [Line Items]
Term Loan Facility	$ 599,668	$ 604,797

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

- Definition

The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

+ References + Details

Basis of Presentation (Policies)	9 Months Ended
Basis of Presentation (Policies)	Sep. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	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, 2023 as filed with the Securities and Exchange Commission (the “SEC”) on February 28, 2024 (the “2023 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, 2024 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2024. We had one class of common stock outstanding as of September 30, 2024 and December 31, 2023.
Acquisition of Satcom Direct	Acquisition of Satcom Direct – On September 29, 2024, Gogo Direct Holdings LLC, a Delaware limited liability company (“Gogo Direct”) and indirect wholly owned subsidiary of the Company, entered into a Purchase Agreement (the “Purchase Agreement” and the transactions contemplated by the Purchase Agreement, the “Transactions”), by and among Satcom Direct Holdings, Inc., a Delaware corporation (“SD Seller”), SDHC Holdings, Inc., a Delaware corporation (“SDHC Seller”), Satcom Direct Government Holdings, Inc., a Delaware corporation (“Satcom Government Seller”), ndtHost Holdings, Inc., a Delaware corporation (“ndtHost Seller” and, together with SD Seller, SDHC Seller and Satcom Government Seller, each a “Seller” and collectively, “Sellers”), Satcom Direct, Inc., a Florida corporation (“Satcom Direct”), Satcom Direct Holding Company, LLC, a Florida limited liability company (“SDHC”), Satcom Direct Government, Inc., a Florida corporation (“Satcom Government”), ndtHost, LLC, a Florida limited liability company (“ndtHost” and, together with Satcom Direct, SDHC, and Satcom Government, each a “Parent Company” and collectively, the “Parent Companies”), solely for purposes of Section 8.8 and Section 8.9 of the Purchase Agreement, James W. Jensen, in his individual capacity, and solely for purposes of Section 2.5 and Section 13.20, the Company. Pursuant to the Purchase Agreement, on the terms and subject to the conditions set forth therein, Gogo Direct will, among other matters, purchase from Sellers all of the issued and outstanding equity interests of the Parent Companies (collectively, the “Purchased Equity”), in exchange for the consideration contemplated thereby. Founded in 1997, the Parent Companies are primarily engaged in providing business, military and government in-flight connectivity services as a reseller of satellite services. The Parent Companies operate worldwide with an international sales and service team based in nine countries. The Parent Companies sell services and equipment globally through their international sales force to OEMs, governments, military, and private fleet companies among others. The Parent Companies manage a network operating center and maintain their own data center in Melbourne, Florida with licensed data sites strategically placed around the world. The acquisition will create the only in-flight connectivity provider able to satisfy the performance and cost needs of every segment of the global business aviation and military/government mobility markets. Subject to the terms and conditions set forth in the Purchase Agreement, at the closing of the transaction (the “Closing”), Gogo Direct will acquire the Purchased Equity in exchange for: (i) an aggregate cash purchase amount of $375,000,000, subject to customary purchase price adjustments; (ii) the issuance at Closing of 5,000,000 restricted shares of common stock of the Company to SD Seller (the “Closing Date Stock Consideration”); and (iii) up to an additional $225,000,000 in payments of cash and common stock of the Company tied to realizing certain financial performance milestones over the next four years. The Purchase Agreement contains customary representations, warranties and covenants, as well as indemnification provisions subject to specified limitations. Among other things, Sellers and Parent Companies have agreed, subject to certain exceptions, to, and to cause each of its subsidiaries to, conduct its business in the ordinary course, consistent with past practice, from the date of the Purchase Agreement until the Closing, and not to take certain actions prior to the closing of the transaction without the prior written consent of Gogo Direct. Sellers and the Parent Companies have made certain additional customary covenants, including, among others and subject to certain exceptions, not to solicit proposals relating to acquisition proposals and not to participate in discussions concerning, or furnish information in connection with, acquisition proposals. In addition, subject to the terms of the Purchase Agreement, Gogo Direct, Sellers and Parent Companies are required to use reasonable best efforts to obtain all required regulatory approvals, including, among others, certain regulatory approvals with the Federal Trade Commission, Antitrust Division of the United States Department of Justice, Federal Communications Commission and certain international governmental authorities. The transaction is expected to close in the fourth quarter of 2024 and is subject to customary closing conditions, including, among others, (i) the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), (ii) the absence of legal restraints preventing the consummation of the transaction, (iii) the obtaining of the Communications Authorizations (as defined the Purchase Agreement), (iv) the accuracy of the representations and warranties contained in the Purchase Agreement (subject to certain qualifications), (v) the performance by the parties of their respective obligations under the Purchase Agreement in all material respects and (vi) with respect to the obligations of Gogo Direct to consummate the Transactions, the absence of a Material Adverse Effect (as defined in the Purchase Agreement). Gogo Direct’s obligation to consummate the transaction is not subject to any condition related to the availability of financing. In connection with the entry into the Purchase Agreement, the Company and Gogo Intermediate Holdings LLC (“Intermediate”) have entered into a debt commitment letter that provides for a $250 million term loan to fund a portion of the cash purchase price. The Purchase Agreement contains certain customary termination rights for Gogo Direct and Sellers, including the right to terminate the Purchase Agreement if the transaction has not been consummated before March 28, 2025. In addition to the remedy of specific performance, the Purchase Agreement also provides that, upon termination of the Purchase Agreement under certain specified circumstances Sellers and the Parent Companies may elect, by notifying the Company, either that (i) the Company shall pay a termination fee of $20,000,000 to Sellers or (ii) Sellers shall pursue damages for willful and material breach of the Purchase Agreement against the Company with an aggregate monetary liability of the Company of no more than $75,000,000.
Use of Estimates	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 as of 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 various other assumptions believed to be reasonable under the circumstances. However, actual results could differ materially from those estimates.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements The Company considers the applicability and impact of all Accounting Standards Updates (“ASUs”) issued by the Financial Accounting Standards Board (“FASB”). ASUs not listed below were assessed and determined to be either not applicable or expected to have minimal impact on our consolidated financial statements and related notes. Accounting standards not yet adopted: In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. This guidance is effective retrospectively for fiscal years beginning after December 15, 2023 and interim periods after December 15, 2024. Early adoption is permitted. As this guidance only impacts disclosures, we do not expect the adoption to have a material impact on our consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvement to Income Tax Disclosures to enhance the transparency and decision usefulness of income tax disclosures, most notably in the tax rate reconciliation and income taxes paid. This guidance is effective for annual periods beginning after December 15, 2024. Early adoption is permitted and the amendments should be applied on a prospective basis, with retrospective application permitted. As this guidance only impacts disclosures, we do not expect the adoption to have a material impact on our consolidated financial statements.

Basis of Presentation - Additional Information (Details)		9 Months Ended	12 Months Ended
	Sep. 29, 2024 USD ($) shares	Sep. 30, 2024 Classofcommonstock	Dec. 31, 2023 Classofcommonstock
Schedule Of Summary Of Significant Accounting Policies [Line Items]
Number of classes of common stock outstanding \| Classofcommonstock		1	1
Percentage of business aviation aircraft installed with in-flight connectivity systems		6.00%
Satcom Direct Holdings, Inc [Member]
Schedule Of Summary Of Significant Accounting Policies [Line Items]
Restricted shares of common stock \| shares	5,000,000
Additional amount in payments of cash and common stock	$ 225,000,000
Purchase agreement transaction description	Purchase Agreement, at the closing of the transaction (the “Closing”), Gogo Direct will acquire the Purchased Equity in exchange for: (i) an aggregate cash purchase amount of $375,000,000, subject to customary purchase price adjustments; (ii) the issuance at Closing of 5,000,000 restricted shares of common stock of the Company to SD Seller (the “Closing Date Stock Consideration”); and (iii) up to an additional $225,000,000 in payments of cash and common stock
Aggregate cash purchase amount	$ 375,000,000
Termination fee	20,000,000
Aggregate monetary liability	75,000,000
Satcom Direct Holdings, Inc [Member] \| Incremental Term Loans
Schedule Of Summary Of Significant Accounting Policies [Line Items]
Existing credit facility fund	$ 250,000,000

Earnings Per Share - Additional Information (Details) - USD ($) $ in Thousands, shares in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Weighted-average number of shares	2.2	2.0	2.4	1.5
Repurchases of common stock			$ 30,763	$ 0

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ 10,630	$ 20,913	$ 41,959	$ 131,211

- Definition

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

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+ Details

Leases - Schedule of Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Leases [Abstract]
Operating lease cost	$ 4,202	$ 3,998	$ 12,393	$ 11,908
Financing lease cost:
Amortization of leased assets	14	22	42	100
Interest on lease liabilities	3	0	10	8
Total lease cost	$ 4,219	$ 4,020	$ 12,445	$ 12,016

Derivative Instruments and Hedging Activities - Schedule of Fair Value of Interest Rate Derivates (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Derivatives Fair Value [Line Items]
Prepaid expenses and other current assets	$ 50,013	$ 64,138
Other non-current assets, net of allowances of $720 and $591, respectively	24,229	25,979
Interest Rate Cap Current
Derivatives Fair Value [Line Items]
Derivative Asset	9,056	18,801
Interest Rate Cap Non Current
Derivatives Fair Value [Line Items]
Derivative Asset	$ 3,824	$ 10,295
Prepaid Expenses and Other Current Assets
Derivatives Fair Value [Line Items]
Derivative Asset, Statement of Financial Position [Extensible Enumeration]	Prepaid expenses and other current assets	Prepaid expenses and other current assets
Other Noncurrent Assets
Derivatives Fair Value [Line Items]
Derivative Asset, Statement of Financial Position [Extensible Enumeration]	Other non-current assets, net of allowances of $720 and $591, respectively	Other non-current assets, net of allowances of $720 and $591, respectively

- Definition

Fair value, after the effects of master netting arrangements, of a financial asset or other contract with one or more underlyings, notional amount or payment provision or both, and the contract can be net settled by means outside the contract or delivery of an asset. Includes assets not subject to a master netting arrangement and not elected to be offset.

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+ Details

Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions	1 Months Ended	9 Months Ended
	May 17, 2024	Sep. 30, 2024
SmartSky Litigation [Member]
Loss Contingencies [Line Items]
Loss Contingency, Lawsuit Filing Date		Feb. 28, 2022
Revolving Credit Facility [Member]
Loss Contingencies [Line Items]
Revolving Credit Aggregate Principal Amount	$ 20.0
Contractual Commitments [Member]
Loss Contingencies [Line Items]
Total guaranted commitment amount		$ 52.5

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

Stock-Based Compensation and 401(k) Plan - Summary of Stock-Based Compensation Expense by Operating Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	$ 5,030	$ 5,235	$ 14,755	$ 15,729
Cost of Service Revenue [Member]
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	457	448	1,487	1,229
Cost of Equipment Revenue [Member]
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	388	349	1,199	987
Engineering, Design and Development [Member]
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	1,071	903	3,137	2,565
Sales and Marketing [Member]
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	1,054	940	3,229	2,661
General and Administrative [Member]
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation expense	$ 2,060	$ 2,595	$ 5,703	$ 8,287

Accumulated Other Comprehensive Income (Loss)

9 Months Ended

Sep. 30, 2024

AOCI Attributable to Parent [Abstract]

Accumulated Other Comprehensive Income (Loss)

16.

Accumulated Other Comprehensive Income (Loss)

The following is a summary of changes in accumulated other comprehensive income (loss) by component (in thousands):


				Change in
	Currency			Fair Value of
	Translation			Cash Flow
	Adjustment			Hedges			Total
Balance at January 1, 2024	$	(934	)	$	16,730		$	15,796
Other comprehensive income (loss) before reclassifications		(126	)		1,040			914
Less: income realized and reclassified to earnings		—			11,751			11,751
Net current period comprehensive income (loss)		(126	)		(10,711	)		(10,837	)
Balance at September 30, 2024	$	(1,060	)	$	6,019		$	4,959


				Change in
	Currency			Fair Value of
	Translation			Cash Flow
	Adjustment			Hedges			Total
Balance at January 1, 2023	$	(1,225	)	$	31,353		$	30,128
Other comprehensive income (loss) before reclassifications		123			8,405			8,528
Less: income realized and reclassified to earnings		—			14,743			14,743
Net current period comprehensive income (loss)		123			(6,338	)		(6,215	)
Balance at September 30, 2023	$	(1,102	)	$	25,015		$	23,913

Leases - Schedule of Other Information Regarding Leases (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash paid for amounts included in measurement of lease liabilities:
Operating cash flows used in operating leases	$ 12,864	$ 12,203
Operating cash flows used in financing leases	10	8
Financing cash flows used in financing leases	8	117
Non-cash items:
Operating leases obtained	5,021	3,713
Financing leases obtained	$ 170	$ 0
Weighted average remaining lease term
Operating leases	6 years	7 years
Financing leases	2 years	1 year
Weighted average discount rate
Operating leases	6.90%	6.80%
Financing leases	9.00%	12.90%

Interest Costs

9 Months Ended

Sep. 30, 2024

Text Block [Abstract]

Interest Costs

10.

Interest Costs

We capitalize a portion of our interest on funds borrowed during the active construction period of major capital projects. Capitalized interest is added to the cost of the underlying assets and amortized over the useful lives of the assets.

The following is a summary of our interest costs for the three- and nine-month periods ended September 30, 2024 and 2023 (in thousands):


	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2024			2023			2024			2023
Interest costs charged to expense	$	13,098		$	13,545		$	39,698		$	42,254
Amortization of deferred financing costs		621			519			1,818			1,794
Amortization of the purchase price of interest rate caps		575			465			1,967			877
Interest rate cap benefit		(4,730	)		(6,589	)		(17,599	)		(20,422	)
Accretion of debt discount		106			85			309			304
Interest expense		9,670			8,025			26,193			24,807
Interest costs capitalized to property and equipment		740			555			1,948			1,557
Interest costs capitalized to software		396			213			940			544
Total interest costs	$	10,806		$	8,793		$	29,081		$	26,908

Government Assistance (Tables)

9 Months Ended

Sep. 30, 2024

Government Assistance [Abstract]

Schedule of Deductions to Carrying Value of Asset Balances

The following are the deductions to the carrying value of asset balances in our Unaudited Condensed Consolidated Balance Sheets as of September 30, 2024 and December 31, 2023 (in thousands):


	As of September 30,			As of December 31,
	2024			2023
Assets:
Inventories	$	(5,220	)	$	(4,970	)
Prepaids expenses and other current assets		(3,050	)		(1,542	)
Property and equipment, net		(5,470	)		(2,094	)
Intangible assets, net		(297	)		(58	)
Other non-current assets		(10,010	)		(5,542	)

Schedule of Increases to Net Income

The following are the increases to Net income in our Unaudited Condensed Consolidated Statements of Operations for the three- and nine-month periods ended September 30, 2024 (in thousands):


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2024		2023		2024		2023
Revenue:
Service revenue	$	796	$	380	$	2,239	$	380
Operating expenses:
Cost of service revenue		100		694		610		697
Cost of equipment revenue		3,647		2,752		10,415		2,752
General and administrative		50		153		231		185

Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Statement of Comprehensive Income [Abstract]
Net income	$ 10,630	$ 20,913	$ 41,959	$ 131,211
Other comprehensive income (loss), net of tax
Currency translation adjustments	131	(136)	(126)	123
Cash flow hedges:
Amount recognized in other comprehensive income	(4,039)	3,517	1,040	8,405
Less: income realized and reclassified to earnings	3,124	4,620	11,751	14,743
Changes in fair value of cash flow hedges	(7,163)	(1,103)	(10,711)	(6,338)
Other comprehensive income (loss), net of tax	(7,032)	(1,239)	(10,837)	(6,215)
Comprehensive income (loss)	$ 3,598	$ 19,674	$ 31,122	$ 124,996

Basis of Presentation

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Basis of Presentation

The Business – Gogo Inc. (“Gogo,” the “Company,” “we,” “us,” or “our”) is a leading provider of broadband connectivity services for the business aviation market. We have served this market for more than 25 years. Our mission is to enrich the lives of passengers and the efficiency of operators with the world’s best business aviation in-flight connectivity and customer support. We have always sought to provide the best connectivity for the business aviation market regardless of technology, and we have a successful history of doing so. Until recently, we focused primarily on business aviation aircraft in North America, which comprise approximately 63% of the worldwide business aviation fleet, and we are the leading provider of in-flight connectivity in that market. Gogo started in analogue air-to-ground (“ATG”) technology in the late 1990s, then, as analogue cellular backhaul disappeared, migrated to narrowband satellite connectivity in the early 2000s, then back to ATG with our digital broadband 3G and 4G networks beginning in 2010. We are currently developing our fourth ATG network – Gogo 5G – that we expect to commercially launch late in the second quarter of 2025. Simultaneous with the development of Gogo 5G, we are actively working with a subset of AVANCE customers and customers utilizing our legacy Gogo Biz ATG airborne system operating on our ground 3G and 4G networks to upgrade to an AVANCE system compatible with a new LTE network. We anticipate this subset of customers will see improved performance because of this network transition, which is expected to occur in early 2026. The cost for the transition to the new LTE network is partially being reimbursed through our participation in the Federal Communications Commission (“FCC”) Secure and Trusted Communications Networks Reimbursement Program (the “FCC Reimbursement Program”).

We also continue to provide narrowband satellite services to customers in North America and internationally through distribution agreements with satellite providers. In May 2022, in order to further serve our existing customers and expand our target market, we announced plans to expand our broadband offerings beyond ATG by launching the first global broadband service designed for all models of business aircraft (“Gogo Galileo”). The service will use electronically steered antennas (“ESAs”), specifically designed to address a broad range of business aviation aircraft, operating on a low earth orbit (“LEO”) satellite network. The half duplex (“HDX”) antenna is designed to fit on any size business aircraft and is targeted for commercial launch in the fourth quarter of 2024. The full duplex (“FDX”) antenna is designed for larger aircraft and is targeted for commercial launch in the second quarter of 2025. We believe that Gogo Galileo, in combination with, or as an alternative to, our ATG systems will allow us to increase our penetration of the North American market and provide an upgrade path for our existing ATG customer base. In addition, we believe that Gogo Galileo will allow us to penetrate the business aviation market outside of North America, where only approximately 6% of business aviation aircraft are installed with in-flight connectivity systems.

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, 2023 as filed with the Securities and Exchange Commission (the “SEC”) on February 28, 2024 (the “2023 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, 2024 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2024.

We had one class of common stock outstanding as of September 30, 2024 and December 31, 2023.

Acquisition of Satcom Direct – On September 29, 2024, Gogo Direct Holdings LLC, a Delaware limited liability company (“Gogo Direct”) and indirect wholly owned subsidiary of the Company, entered into a Purchase Agreement (the “Purchase Agreement” and the transactions contemplated by the Purchase Agreement, the “Transactions”), by and among Satcom Direct Holdings, Inc., a Delaware corporation (“SD Seller”), SDHC Holdings, Inc., a Delaware corporation (“SDHC Seller”), Satcom Direct Government Holdings, Inc., a Delaware corporation (“Satcom Government Seller”), ndtHost Holdings, Inc., a Delaware corporation (“ndtHost Seller” and, together with SD Seller, SDHC Seller and Satcom Government Seller, each a “Seller” and collectively, “Sellers”), Satcom Direct, Inc., a Florida corporation (“Satcom Direct”), Satcom Direct Holding Company, LLC, a Florida limited liability company (“SDHC”), Satcom Direct Government, Inc., a Florida corporation (“Satcom Government”), ndtHost, LLC, a Florida limited liability company (“ndtHost” and, together with Satcom Direct, SDHC, and Satcom Government, each a “Parent Company” and collectively, the “Parent Companies”), solely for purposes of Section 8.8 and Section 8.9 of the Purchase Agreement, James W. Jensen, in his individual capacity, and solely for purposes of Section 2.5 and Section 13.20, the Company. Pursuant to the Purchase Agreement, on the terms and subject to the conditions set forth therein, Gogo Direct will, among other matters, purchase from Sellers all of the issued and outstanding equity interests of the Parent Companies (collectively, the “Purchased Equity”), in exchange for the consideration contemplated thereby.

Founded in 1997, the Parent Companies are primarily engaged in providing business, military and government in-flight connectivity services as a reseller of satellite services. The Parent Companies operate worldwide with an international sales and service team based in nine countries. The Parent Companies sell services and equipment globally through their international sales force to OEMs, governments, military, and private fleet companies among others. The Parent Companies manage a network operating center and maintain their own data center in Melbourne, Florida with licensed data sites strategically placed around the world. The acquisition will create the only in-flight connectivity provider able to satisfy the performance and cost needs of every segment of the global business aviation and military/government mobility markets.

Subject to the terms and conditions set forth in the Purchase Agreement, at the closing of the transaction (the “Closing”), Gogo Direct will acquire the Purchased Equity in exchange for: (i) an aggregate cash purchase amount of $375,000,000, subject to customary purchase price adjustments; (ii) the issuance at Closing of 5,000,000 restricted shares of common stock of the Company to SD Seller (the “Closing Date Stock Consideration”); and (iii) up to an additional $225,000,000 in payments of cash and common stock of the Company tied to realizing certain financial performance milestones over the next four years.

The Purchase Agreement contains customary representations, warranties and covenants, as well as indemnification provisions subject to specified limitations. Among other things, Sellers and Parent Companies have agreed, subject to certain exceptions, to, and to cause each of its subsidiaries to, conduct its business in the ordinary course, consistent with past practice, from the date of the Purchase Agreement until the Closing, and not to take certain actions prior to the closing of the transaction without the prior written consent of Gogo Direct. Sellers and the Parent Companies have made certain additional customary covenants, including, among others and subject to certain exceptions, not to solicit proposals relating to acquisition proposals and not to participate in discussions concerning, or furnish information in connection with, acquisition proposals.

In addition, subject to the terms of the Purchase Agreement, Gogo Direct, Sellers and Parent Companies are required to use reasonable best efforts to obtain all required regulatory approvals, including, among others, certain regulatory approvals with the Federal Trade Commission, Antitrust Division of the United States Department of Justice, Federal Communications Commission and certain international governmental authorities.

The transaction is expected to close in the fourth quarter of 2024 and is subject to customary closing conditions, including, among others, (i) the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), (ii) the absence of legal restraints preventing the consummation of the transaction, (iii) the obtaining of the Communications Authorizations (as defined the Purchase Agreement), (iv) the accuracy of the representations and warranties contained in the Purchase Agreement (subject to certain qualifications), (v) the performance by the parties of their respective obligations under the Purchase Agreement in all material respects and (vi) with respect to the obligations of Gogo Direct to consummate the Transactions, the absence of a Material Adverse Effect (as defined in the Purchase Agreement). Gogo Direct’s obligation to consummate the transaction is not subject to any condition related to the availability of financing. In connection with the entry into the Purchase Agreement, the Company and Gogo Intermediate Holdings LLC (“Intermediate”) have entered into a debt commitment letter that provides for a $250 million term loan to fund a portion of the cash purchase price.

The Purchase Agreement contains certain customary termination rights for Gogo Direct and Sellers, including the right to terminate the Purchase Agreement if the transaction has not been consummated before March 28, 2025. In addition to the remedy of specific performance, the Purchase Agreement also provides that, upon termination of the Purchase Agreement under certain specified circumstances Sellers and the Parent Companies may elect, by notifying the Company, either that (i) the Company shall pay a termination fee of $20,000,000 to Sellers or (ii) Sellers shall pursue damages for willful and material breach of the Purchase Agreement against the Company with an aggregate monetary liability of the Company of no more than $75,000,000.

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 as of 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 various other assumptions believed to be reasonable under the circumstances. However, actual results could differ materially from those estimates.

Recently Issued Accounting Pronouncements

The Company considers the applicability and impact of all Accounting Standards Updates (“ASUs”) issued by the Financial Accounting Standards Board (“FASB”). ASUs not listed below were assessed and determined to be either not applicable or expected to have minimal impact on our consolidated financial statements and related notes.

Accounting standards not yet adopted:

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. This guidance is effective retrospectively for fiscal years beginning after December 15, 2023 and interim periods after

December 15, 2024. Early adoption is permitted. As this guidance only impacts disclosures, we do not expect the adoption to have a material impact on our consolidated financial statements.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvement to Income Tax Disclosures to enhance the transparency and decision usefulness of income tax disclosures, most notably in the tax rate reconciliation and income taxes paid. This guidance is effective for annual periods beginning after December 15, 2024. Early adoption is permitted and the amendments should be applied on a prospective basis, with retrospective application permitted. As this guidance only impacts disclosures, we do not expect the adoption to have a material impact on our consolidated financial statements.

Long-Term Debt and Other Liabilities

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Long-Term Debt and Other Liabilities

Long-term debt as of September 30, 2024 and December 31, 2023 was as follows (in thousands):


	September 30,			December 31,
	2024			2023
Term Loan Facility	$	599,668		$	604,797
Less: deferred financing costs		(8,554	)		(10,046	)
Less: current portion of long-term debt		(7,250	)		(7,250	)
Total long-term debt	$	583,864		$	587,501

2021 Credit Agreement

On April 30, 2021, Gogo and Gogo Intermediate Holdings LLC (“GIH”) (a wholly owned subsidiary of Gogo) entered into a credit agreement (the “Original 2021 Credit Agreement,” and, as it may be amended, supplemented or otherwise modified from time to time, the “2021 Credit Agreement”) among Gogo, GIH, the lenders and issuing banks party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent, which provides for (i) a term loan credit facility (the “Term Loan Facility”) in an aggregate principal amount of $725.0 million, issued with a discount of 0.5%, and (ii) a revolving credit facility (the “Revolving Facility” and together with the Term Loan Facility, the “Facilities”) of up to $100.0 million, which includes a letter of credit sub-facility.

The Term Loan Facility amortizes in nominal quarterly installments equal to one percent of the aggregate initial principal amount thereof per annum, with the remaining balance payable upon final maturity of the Term Loan Facility on April 30, 2028. There are no amortization payments under the Revolving Facility, and all borrowings under the Revolving Facility mature on April 30, 2026.

The Term Loan Facility bears annual interest at a floating rate measured by reference to, at GIH’s option, either (i) an adjusted term secured overnight financing rate as administered by the Federal Reserve Bank of New York (“SOFR”) (subject to a floor of 0.75%) plus an applicable margin of 3.75% and a credit spread adjustment recommended by the Alternative Reference Rates Committee of 0.11%, 0.26% or 0.43% per annum based on 1-month, 3-month or 6-month term SOFR, respectively or (ii) an alternate base rate plus an applicable margin of 2.75%.

Loans outstanding under the Revolving Facility bear annual interest at a floating rate measured by reference to, at GIH’s option, either (i) an adjusted term SOFR rate (subject to a floor of 0.00%) plus an applicable margin ranging from 3.25% to 3.75% per annum depending on GIH’s senior secured first lien net leverage ratio and a credit spread adjustment recommended by the Alternative Reference Rates Committee of 0.11%, 0.26% or 0.43% per annum based on 1-month, 3-month or 6-month term SOFR, respectively or (ii) an alternate base rate plus an applicable margin ranging from 2.25% to 2.75% per annum depending on GIH’s senior secured first lien net leverage ratio. Additionally, unused commitments under the Revolving Facility are subject to a fee ranging from 0.25% to 0.50% per annum depending on GIH’s senior secured first lien net leverage ratio. As of September 30, 2024, the fee for unused commitments under the Revolving Facility was 0.25% and the applicable margin was 3.25%.

The Facilities may be prepaid at GIH’s option at any time without premium or penalty (other than customary breakage costs), subject to minimum principal payment amount requirements. On May 3, 2023, the Company prepaid $100 million of the outstanding principal amount of the Term Loan Facility. As a result, we wrote off $2.2 million of the deferred financing costs and unaccreted debt discount, which are included in Loss on extinguishment of debt in our Unaudited Condensed Consolidated Statements of Operations for the nine-month period ended September 30, 2023.

Subject to certain exceptions and de minimis thresholds, the Term Loan Facility is subject to mandatory prepayments in an amount equal to:

•

100% of the net cash proceeds of certain asset sales, insurance recovery and condemnation events, subject to reduction to 50% and 0% if specified senior secured first lien net leverage ratio targets are met;

•

100% of the net cash proceeds of certain debt offerings; and

•

50% of annual excess cash flow (as defined in the 2021 Credit Agreement), subject to reduction to 25% and 0% if specified senior secured first lien net leverage ratio targets are met.

The 2021 Credit Agreement contains customary representations and warranties and customary affirmative and negative covenants. The negative covenants include restrictions on, among other things: incurrence of indebtedness or issuance of disqualified equity interests; incurrence or existence of liens; consolidations or mergers; activities of Gogo and any subsidiary holding a license issued by the FCC; investments, loans, advances, guarantees or acquisitions; asset sales; dividends or other distributions on equity; purchase, redemption or retirement of capital stock; payment or redemption of certain junior indebtedness; entry into other agreements

that restrict the ability to incur liens securing the Facilities; and amendment of organizational documents; in each case subject to customary exceptions.

The Revolving Facility includes a financial covenant set at a maximum senior secured first lien net leverage ratio of 7.50:1.00, which will apply if the outstanding amount of loans and unreimbursed letter of credit drawings thereunder at the end of any fiscal quarter exceeds 35% of the aggregate of all commitments thereunder.

The 2021 Credit Agreement contains customary events of default, which, if any of them occurred, would permit or require the principal, premium, if any, and interest on all of the then outstanding obligations under the Facilities to be due and payable immediately and the commitments under the Revolving Facility to be terminated.

The Revolving Facility is available for working capital and general corporate purposes of GIH and its subsidiaries and was undrawn as of September 30, 2024 and December 31, 2023.

As of September 30, 2024 and December 31, 2023, the outstanding principal amount of the Term Loan Facility was $601.4 million and $606.9 million, respectively, the unaccreted debt discount was $1.8 million and $2.1 million, respectively, and the net carrying amount was $599.7 million and $604.8 million, respectively.

We paid approximately $19.7 million of loan origination and financing costs related to the Facilities which are being accounted for as deferred financing costs on our Unaudited Condensed Consolidated Balance Sheets and are amortized over the terms of the Facilities. Total amortization expense was $0.6 million and $1.8 million, respectively, for the three- and nine-month periods ended September 30, 2024 and $0.5 million and $1.8 million, respectively, for the prior-year periods and is included in interest expense in our Unaudited Condensed Consolidated Statements of Operations. As of September 30, 2024 and December 31, 2023, the balance of unamortized deferred financing costs related to the Facilities was $9.2 million and $11.1 million, respectively.

On April 30, 2021, Gogo, GIH, and each direct and indirect wholly-owned U.S. restricted subsidiary of GIH (Gogo and such subsidiaries collectively, the “Guarantors”) entered into a guarantee agreement (the “Guarantee Agreement”) in favor of Morgan Stanley Senior Funding, Inc., as collateral agent (the “Collateral Agent”), whereby GIH and the Guarantors guarantee the obligations under the Facilities and certain other secured obligations as set forth in the Guarantee Agreement, and GIH and the Guarantors entered into a collateral agreement (the “Collateral Agreement”), in favor of the Collateral Agent, whereby GIH and the Guarantors grant a security interest in substantially all of their respective tangible and intangible assets (including the equity interests in each direct material wholly-owned U.S. restricted subsidiary owned by GIH or any Guarantor, and 65% of the equity interests in any non-U.S. subsidiary held directly by GIH or any Guarantor), subject to certain exceptions, to secure the obligations under the Facilities and certain other secured obligations as set forth in the Collateral Agreement.

Earnings Per Share

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Earnings Per Share

Basic and diluted earnings per share have been calculated using the weighted average number of common shares outstanding for the period. Diluted earnings per share was computed using the treasury stock method for stock-based compensation.

The diluted earnings per share calculations exclude the effect of stock options, deferred stock units and restricted stock units when the computation is anti-dilutive. For the three- and nine-month periods ended September 30, 2024, the weighted average number of shares excluded from the computation was 2.2 million and 2.4 million, respectively. For the three- and nine-month periods ended September 30, 2023, the weighted average shares excluded from the computation was 2.0 million and 1.5 million, respectively.


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
Basic	2024		2023		2024		2023
Net income	$	10,630	$	20,913	$	41,959	$	131,211
Weighted average shares outstanding		127,918		129,951		128,513		129,632
Earnings per share - basic	$	0.08	$	0.16	$	0.33	$	1.01

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
Diluted	2024		2023		2024		2023
Net income	$	10,630	$	20,913	$	41,959	$	131,211
Average shares
Weighted average shares outstanding		127,918		129,951		128,513		129,632
Effect of dilutive securities - stock-based compensation		2,471		3,369		3,025		3,750
Total weighted average diluted shares outstanding		130,389		133,320		131,538		133,382
Earnings per share - diluted	$	0.08	$	0.16	$	0.32	$	0.98