10-Q: Sky Harbour Reports Q3 2025 Growth Amidst Expansion

Sentiment:

Quarterly Report


Sky Harbour Group Corporation reported significant revenue growth and a shift to net income in Q3 2025, driven by new hangar operations and strategic financing, despite increased operating losses and cash burn.

Delay expectedA significant design defect in prototype hangar building designs required retrofitting for DVT Phase I, APA Phase I, and ADS Phase I development projects.These retrofitting efforts resulted in an additional three to five months of construction duration for each impacted project.
Capital raiseEntered into a Draw Down Note Purchase And Continuing Covenant Agreement for a term loan facility of up to $200 million, with an option to increase to $300 million, maturing on September 4, 2030.The term loan facility bears interest at a rate of 80% of the sum of SOFR and 0.10%, plus 200 basis points, with interest payments capitalizable during the first three years or until substantial completion of Series 2021 Bonds projects.Paid an upfront fee equal to 1.50% of the $200 million loan commitments.The company previously raised $75.2 million through a 2024 Private Placement by issuing 7,911,580 shares of Class A Common Stock.The company previously raised $57.8 million through a 2023 Private Placement by issuing 8,893,846 shares of Class A Common Stock and 1,541,600 PIPE Warrants.Maintains an At-the-Market (ATM) Facility to issue and sell up to $100 million of Class A Common Stock; sold 20,472 shares for $13.70/share in the nine months ended September 30, 2025, and 7,407 shares for $12.42/share in the prior year period.Expects to issue additional debt and/or equity to finance future site developments, with a cumulative 20 airport site business plan estimated to cost approximately $1.2 billion (65% to 75% from private activity bonds, balance from equity or equity-linked financing).
Worse than expectedOperating loss widened significantly for both the three-month and nine-month periods, indicating increased expenses relative to revenue growth.Net cash used in operating, investing, and financing activities all increased, leading to a substantial decrease in overall cash and restricted cash, highlighting increased cash burn.Adjusted EBITDA, a key measure of operational performance, worsened for the nine-month period, suggesting a decline in underlying profitability before non-cash items.The company incurred significant additional costs ($26-$28 million) and delays (3-5 months per project) due to a design defect in prototype hangar buildings, impacting project budgets and timelines.

Summary

  • Total revenue for the three months ended September 30, 2025, increased by 78.2% to $7.3 million, up from $4.1 million in the prior year period.
  • Rental revenue grew by 61% to $5.7 million, and fuel revenue surged by 193% to $1.6 million for the three months ended September 30, 2025.
  • For the nine months ended September 30, 2025, total revenue increased by 92.5% to $19.5 million, compared to $10.1 million in the same period of 2024.
  • The company achieved a net income of $577 thousand for the nine months ended September 30, 2025, a significant improvement from a net loss of $37.7 million in the prior year, primarily due to an unrealized gain on warrants.
  • Basic earnings per share for the nine months ended September 30, 2025, was $0.27, up from a loss of $1.29 in the prior year.
  • Operating loss widened to $(7.7) million for the three months and $(22.0) million for the nine months ended September 30, 2025, compared to $(4.9) million and $(15.0) million, respectively, in the prior year.
  • Cash and restricted cash decreased to $36.5 million as of September 30, 2025, from $94.4 million at December 31, 2024.
  • Constructed assets, net, significantly increased to $266.0 million as of September 30, 2025, from $110.3 million at December 31, 2024, reflecting project completions.
  • Cost of construction decreased to $42.2 million as of September 30, 2025, from $144.9 million at December 31, 2024, as projects moved to constructed assets.
  • Entered into a Draw Down Note Purchase And Continuing Covenant Agreement for a term loan facility of up to $200 million, with an option to increase to $300 million, maturing on September 4, 2030.
  • Acquired new ground leases at Hillsboro Airport (HIO) for 13 acres (35+10 year term), New York Stewart International Airport (SWF) for 16 acres (30+15 year term), and Long Beach Airport (LGB) for 17 acres (50 year term).
  • A design defect in prototype hangar buildings required retrofitting for DVT Phase I, APA Phase I, and ADS Phase I, incurring an additional cost of $26 million to $28 million and causing 3 to 5 months of construction delay for each project.

Sentiment

Score: 5

Explanation: The company shows strong revenue growth and strategic expansion, securing significant financing and new leases. However, this growth comes with widening operating losses, increased cash burn, and notable construction delays and cost overruns due to design defects. The net income improvement is primarily from a non-cash warrant revaluation, masking underlying operational challenges. The outlook is mixed, balancing growth potential with execution risks and continued capital needs.

Positives

  • Strong revenue growth, with total revenue increasing 78.2% for the quarter and 92.5% for the nine-month period year-over-year, driven by new operations and increased occupancy.
  • Shifted to a net income of $577 thousand for the nine months ended September 30, 2025, a substantial improvement from a net loss of $37.7 million in the prior year, largely due to unrealized gains on warrants.
  • Significant increase in constructed assets, net, to $266.0 million, indicating successful completion and operationalization of hangar campuses.
  • Secured a new term loan facility of up to $200 million (expandable to $300 million) with JPMorgan Chase Bank, N.A., providing substantial capital for future development.
  • Entered into new long-term ground leases at strategic airport locations (HIO, SWF, LGB), expanding the company's network and future growth potential.
  • Implemented vertical integration by acquiring a metal building and hangar door manufacturer, expected to improve quality and reduce construction costs and lead times in the future.
  • Entered into an interest rate swap agreement to effectively fix the SOFR component of the new term loan facility at approximately 2.65% (4.73% inclusive of spread) for five years, mitigating interest rate risk.

Negatives

  • Operating loss widened to $(7.7) million for the three months and $(22.0) million for the nine months ended September 30, 2025, indicating increased operational expenses relative to revenue.
  • Net cash used in operating activities increased to $(6.9) million for the nine months ended September 30, 2025, from $(6.6) million in the prior year, reflecting ongoing cash burn from operations.
  • Net cash used in investing activities significantly increased to $(44.3) million for the nine months ended September 30, 2025, from cash provided of $8.4 million in the prior year, primarily due to decreased proceeds from investments and higher capital expenditures.
  • Net cash used in financing activities increased to $(6.7) million for the nine months ended September 30, 2025, from cash provided of $0.2 million in the prior year, driven by debt issuance costs and lower warrant exercise proceeds.
  • Adjusted EBITDA for the nine months ended September 30, 2025, was $(8.6) million, a decline from $(6.9) million in the prior year, indicating a worsening underlying operational performance excluding non-cash items.
  • A significant design defect in prototype hangar buildings for DVT Phase I, APA Phase I, and ADS Phase I required $26 million to $28 million in retrofitting costs and caused construction delays of 3 to 5 months per project.

Risks

  • Future ability to obtain additional tenants for facilities and contract for sufficient rental income to meet financial obligations.
  • Increasing construction costs due to inflation and potential increases in borrowing costs if additional indebtedness is incurred.
  • Limited operating history makes it difficult to predict future revenues and operating results.
  • Uncertainty regarding the success of construction cost mitigation strategies.
  • Potential adverse effects from general macroeconomic conditions, including inflation, interest rate volatility, and changes in trade policies.
  • Dependence on attracting and retaining customers, which can be influenced by private aircraft sizes and availability of alternative hangars.
  • Challenges in negotiating new ground leases on favorable terms or at all, and competition from other potential ground lessors.
  • Significant costs and diversion of management attention in evaluating and negotiating new ground leases, including those that may not be executed.
  • Variability in construction costs and timelines due to changes in site plans, hangar mix, specifications, and market conditions.
  • No assurance that cost mitigation strategies will be successful, or that projects will not exceed budgets or guaranteed maximum prices, or be delayed.
  • Elevated interest rates could impact overall economic performance and future borrowing costs, especially as a non-rated issuer.
  • Ability to raise additional equity and/or debt financing is subject to market conditions, leverage, stock price, and market perceptions.
  • Inability to obtain additional financing may require raising additional equity capital, leading to dilution for existing stockholders.
  • Cash deposits may exceed the amount of insurance provided on such deposits.
  • Non-compliance with covenants in the Series 2021 Private Activity Bonds (PABs) or the new Credit Agreement could restrict dividends, new debt, or access to leased facilities.
  • Ground leases contain covenants requiring construction within certain periods and minimum spending, with potential for termination or payment shortfalls if not met (e.g., DVT, PWK, SJC, ORL, SLC, TTN, SWF).

Future Outlook

The company expects to continue investing in construction and business development, anticipating operating losses in the near future. It plans to issue additional debt and equity to finance future site developments, targeting up to 20 airport campuses with an estimated total cost of $1.2 billion. The company believes its current liquidity, supported by bond and equity offerings and an at-the-market offering program, is sufficient for continued operations for more than one year. Management intends to aggressively mitigate inflationary pressures, reduce construction costs, and pursue compressed development schedules, including through vertical integration and shared savings clauses in contracts.

Management Comments

  • Our scalable, real estate-centric business model is uniquely positioned to capture this market opportunity and address the increased imbalance between the supply and demand for private jet storage.
  • We expect to realize economies of scale in construction through a prototype hangar design replicated at our home basing hangar campuses across the United States.
  • Unlike a service company, our revenues are mostly derived from long-term rental agreements, offering stability and forward visibility of revenues and cash flows.
  • We believe internal building fabrication will provide us opportunities to aggressively target continued schedule compression at most of our development projects in the future.
  • Our projections associated with the commencement and completion of construction, estimated total construction cost, hangars, and rentable square footage of our properties in development are inherently subjective and require judgement to estimate.
  • We intend to continue to aggressively mitigate inflationary pressures, reduce construction costs to the greatest extent possible, and pursue compressed development schedules.

Industry Context

The U.S. business aviation fleet has seen significant growth, particularly in larger private jets, leading to a dramatic lag in hangar supply, especially in key growth markets. The cumulative square footage of the business aircraft fleet increased 61% between 2010 and 2023, with larger private jets (over 24-foot tail height) increasing by 102%. Forecasts predict up to 8,500 new business jet deliveries worth over $285 billion between 2025 and 2034, with over two-thirds being larger jets. This sustained demand and existing supply constraints create a favorable market for Sky Harbour's real estate-centric model, which focuses on developing hangars optimized for modern, larger aircraft.

Comparison to Industry Standards

  • The company's strategy of developing a nationwide network of Home Base Operator (HBO) campuses for business aircraft directly addresses the industry's significant hangar supply shortage, particularly for larger private jets that do not fit existing infrastructure.
  • The reported 71.3% occupancy rate across its properties in operation as of September 30, 2025, indicates strong demand for its specialized hangar facilities, which is in line with the broader industry trend of high hangar demand and long waiting lists at many airports.
  • The company's focus on long-term rental agreements for revenue generation provides greater stability and forward visibility of cash flows compared to traditional fixed-base operators (FBOs) that often rely more on transient services.
  • The acquisition of a metal building and hangar door manufacturer for vertical integration is a strategic move to gain control over quality, reduce costs, and compress development schedules, potentially offering a competitive advantage over other developers reliant on external suppliers in a market facing increasing construction costs.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Head of Construction and President of Ascend Aviation ServicesNAIndividual hired on June 1, 20252025-06-01New hire to lead construction and subsidiary operations.
Chief Operating OfficerFormer Chief Operating OfficerNANADeparture of former COO, resulting in accelerated vesting of RSUs.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
New Accounting Pronouncement EvaluationEvaluating the impact of ASU No. 2023-09 (Income Taxes) effective for annual periods beginning after December 15, 2024, and ASU No. 2024-03 (Expense Disaggregation Disclosures) effective for annual periods beginning after December 15, 2026.NAPotential impact on disclosures and financial statements, currently under evaluation.

Legal Proceedings

  • The company is not currently a party to any material legal proceedings.

Related Party Transactions

  • Loaned $1.1 million as of September 30, 2025, under a revolving line of credit to a company controlled by the former owner of the Camarillo Airport subsidiaries, who also serves as an independent contractor.
  • Recognized $89,000 (three months) and $414,000 (nine months) in pursuit and marketing expenses for aircraft use under non-exclusive agreements with Echo Echo, LLC, a related party to the Founder and CEO.
  • Recognized $12,000 (three months) and $21,000 (nine months) in expenses for consulting services to a company that employed the Chief Financial Officer until prior to July 1, 2021.
  • Incurred $2.1 million (three months) and $7.9 million (nine months) in construction costs for the APA Phase I project with a General Contractor, where the new head of construction holds a financial interest.
  • Incurred $0.1 million (nine months) in construction costs for ADS Phase II architectural and engineering services with the same General Contractor.
  • Allocated costs of approximately $0.1 million (three months) from the General Contractor to Ascend Aviation Services for shared office space, equipment, and administrative services.

Stakeholder Impact

  • Shareholders: Potential for dilution from future equity raises, but also benefit from strategic growth and expansion into high-demand markets. Net income improvement is positive, but widening operating losses and cash burn are concerns.
  • Employees: Increased headcount at corporate and hangar campus levels, indicating job growth. Equity compensation programs are in place.
  • Customers (tenants): Benefit from new and expanded hangar facilities, addressing high demand for business aircraft storage. Potential for increased rental rates due to market demand and construction costs.
  • Creditors (bondholders, lenders): New term loan facility provides additional security through collateralization. Compliance with debt covenants is crucial for maintaining financial health and access to capital. Interest rate swap mitigates risk for lenders on floating rate debt.
  • Suppliers/Contractors: Continued construction projects provide business opportunities, but cost overruns and delays can impact project profitability and relationships.

Next Steps

  • Continue to invest in ongoing construction projects and business development activities, including the development of aircraft hangars and leasing available hangar space.
  • Monitor and implement construction cost mitigation strategies, including leveraging vertical integration and shared savings clauses in contracts.
  • Pursue additional debt and equity issuances to finance future site developments, targeting up to 20 airport campuses.
  • Maintain hedges on interest rate risk for the Term Loan Facility once the outstanding balance reaches $25 million.
  • Comply with financial covenants under the Series 2021 Bonds and the new Credit Agreement, including debt service coverage ratios and leverage ratios.
  • Address and resolve any potential issues related to ground lease covenants requiring construction within certain periods and minimum spending.

Key Dates

DateDescription
2021-05-20Sky Harbour Capital LLC (SHC) formed; Series 2021 Bonds issued in September 2021.
2021-09-01Loan agreement for Series 2021 Bonds dated.
2021-09-08Effective date of non-exclusive agreement with Echo Echo, LLC for Beechcraft Baron G58 aircraft use.
2021-09-20Company entered into non-exclusive agreement with Echo Echo, LLC for Beechcraft Baron G58 aircraft use.
2022-11-01BNA hangar campus completion date.
2023-02-01OPF Phase I hangar campus completion date.
2023-03-22SHC elected to modify scope of Series 2021 Bonds to include ADS Project.
2023-05-01Acquired controlling interest in a metal building and hangar door manufacturer.
2023-11-01Entered into 2023 Securities Purchase Agreement (2023 Private Placement) for $57.8 million.
2023-11-29Second closing of 2023 Private Placement.
2023-12-01Engaged structural engineering firms for independent peer review of hangar building designs.
2024-03-27Entered into At Market Issuance Sales Agreement (ATM Facility) with B. Riley Securities, Inc.
2024-04-01SJC hangar campus operations commenced.
2024-09-04Entered into Draw Down Note Purchase And Continuing Covenant Agreement (Credit Agreement) with JPMorgan Chase Bank, N.A.
2024-09-16Entered into 2024 Securities Purchase Agreement (2024 Private Placement) for $75.2 million.
2024-09-19Entered into additional non-exclusive agreement with Echo Echo, LLC for Epic E1000GX aircraft use.
2024-10-25Initial closing of 2024 Private Placement.
2024-12-01CMA hangar campus acquired and operations commenced.
2024-12-06Entered into revolving line of credit loan and security agreement with a related party.
2025-01-01APA Lease Amendment executed to add 1 acre parcel of land to existing lease.
2025-02-01Granted time-based RSUs and NSOs to certain employees under the 2022 Incentive Award Plan.
2025-04-01DVT Phase I hangar campus completion date.
2025-04-30Entered into ground lease agreement (HIO Lease) at Hillsboro Airport (HIO).
2025-04-30Entered into ground lease agreement (SWF Lease) at New York Stewart International Airport (SWF).
2025-06-01Hired individual to serve as head of construction and president of Ascend Aviation Services.
2025-06-01ADS Phase I hangar campus completion date.
2025-06-01Granted time-based RSUs to certain employees under the 2022 Incentive Award Plan.
2025-09-01APA Phase I hangar campus completion date.
2025-09-04Credit Agreement effective date; Term Loan Facility matures.
2025-09-30End of the quarterly reporting period.
2025-10-01Entered into ground lease agreement (LGB Lease) at Long Beach Airport (LGB).
2025-10-01Entered into an interest rate swap agreement (Swap Agreement) for up to $200.0 million notional amount.
2025-11-05Date for outstanding Class A and Class B common stock count.
2025-11-12Filing date of the Quarterly Report on Form 10-Q.
2025-11-01SHC elected to modify the scope of its Series 2021 Bonds to include ADS Phase II.
2027-01-25Expiration date of Warrants.
2028-09-04Earlier of Capitalized Interest End Date or trigger date for DSCR maintenance.
2030-09-04Maturity date of the Term Loan Facility, subject to extensions.
2032-07-01Principal repayments due under Series 2021 Bonds commence annually.
2036-07-01Maturity date for Tranche One of Series 2021 Bonds.
2041-07-01Maturity date for Tranche Two of Series 2021 Bonds.
2054-07-01Maturity date for Tranche Three of Series 2021 Bonds.

Recommendation

hold

Sky Harbour Group Corporation is in a high-growth phase, evidenced by significant revenue increases, expansion into new airport markets, and substantial capital raises. The strategic vertical integration and focus on addressing a clear market demand for modern hangar space are positive long-term indicators. However, the company is experiencing widening operating losses and increased cash burn, which are critical concerns for profitability and liquidity. The net income for the nine-month period is largely driven by a non-cash revaluation of warrants, rather than core operational profitability. Furthermore, construction delays and cost overruns on key projects highlight execution risks. While the long-term market opportunity is compelling, the current financial performance and operational challenges suggest a 'hold' recommendation. Investors should monitor the company's ability to translate revenue growth into sustainable operating profits, manage construction costs and timelines effectively, and maintain adequate liquidity without excessive dilution.

Keywords

Aviation infrastructure, Hangar development, SEC 10-Q, Financial results, Real estate, Private jet storage, Ground leases, Construction costs, Debt financing, Equity financing, Corporate expansion, Risk management, SEC filing, Quarterly report

Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.