DE | 000-50368 | 26-1631624 | ||
(State or other jurisdiction of incorporation) | Commission File Number: | (IRS Employer Identification No.) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Exhibit No. | Description |
99.1 | Press release issued by Air Transport Services Group, Inc. on May 3, 2017, relating to its results for the first quarter ended March 31, 2017. |
AIR TRANSPORT SERVICES GROUP, INC. | |
By: | /S/ W. JOSEPH PAYNE |
W. Joseph Payne | |
Chief Legal Officer & Secretary | |
Date: | May 3, 2017 |
• | Revenues increased 34 percent to $237.9 million. Excluding revenues from reimbursable airline expenses, revenues increased 23 percent. Revenues from ATSG's airline, maintenance, and logistics businesses increased significantly. |
• | Earnings from Continuing Operations were $9.8 million, or $0.13 per share diluted, compared with $8.2 million, or $0.13 per diluted share a year earlier. These GAAP results include both dollar and share-related effects of warrants issued in March 2016 to Amazon Fulfillment Services, Inc. in connection with operating and lease agreements. |
• | Adjusted Earnings from Continuing Operations, which exclude non-cash warrant-related adjustments, were $11.2 million, or $0.17 per diluted share, up 33 percent. Adjusted Earnings and other adjusted amounts referenced below are non-GAAP financial measures and reconciled to comparable GAAP results in tables at the end of this release. |
• | Pre-tax earnings from continuing operations were $16.1 million, up 33 percent. Adjusted Pre-tax Earnings, which exclude the warrant effects along with additional non-cash items, increased 6 percent to $17.0 million. |
• | Adjusted EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization, as defined and adjusted in a table later in this release) increased 11 percent to $57.0 million. |
• | Capital expenditures were $83.8 million, up 17 percent. Share repurchases were $1.5 million, or 90 thousand ATSG shares for the quarter. |
CAM | First Quarter | |||||||
($ in thousands) | 2017 | 2016 | ||||||
Aircraft leasing and related revenues | $ | 50,569 | $ | 51,726 | ||||
Lease incentive amortization | (2,591 | ) | — | |||||
Total CAM revenues | $ | 47,978 | $ | 51,726 | ||||
Pre-Tax Earnings | $ | 13,330 | $ | 19,510 |
• | CAM's revenues declined $3.7 million from the first quarter last year, primarily because of $2.6 million of non-cash amortization associated with the Amazon (warrant) lease incentive valuation. Other contributing factors included reductions in external maintenance revenues, spare engine leasing, parts sales, and temporary revenue interruptions while transitioning aircraft between customers. Positive contributions to CAM's revenue versus last year came from leases for five additional 767-300s. |
• | Pre-tax earnings were $13.3 million for the quarter, down $6.2 million. Principal effects were the aforementioned lease incentive, higher depreciation, interest, and higher pre-deployment and transitioning expenses on CAM's larger fleet. |
• | At March 31, 2017, CAM owned 61 Boeing cargo aircraft, 60 of which were in service, including 53 767s. Additionally, nine 767-300s were awaiting or undergoing modification from passenger to freighter configuration at the end of the quarter, including three acquired during the quarter. A total of eighteen 767s have been leased to Amazon to date. Two others will be completed and deployed by mid-July. |
• | During the quarter, an ATSG subsidiary in Ireland purchased one Boeing 737-400 passenger aircraft for conversion and lease, and a second one in April. The 737-400s will be converted to freighters by ATSG's PEMCO subsidiary, and leased later this year to Okay Airways of China. Okay, which in 2015 agreed with ATSG to form a new joint venture to support growing e-commerce-driven demand in Asia, expects to operate the 737s. |
ACMI Services | First Quarter | ||||||||
($ in thousands) | 2017 | 2016 | |||||||
Revenues | |||||||||
Airline services | $ | 108,066 | $ | 101,653 | |||||
Reimbursables | 36,883 | 13,303 | |||||||
Total ACMI Services Revenues | 144,949 | 114,956 | |||||||
Pre-Tax Earnings (Loss) | (3,705 | ) | (10,356 | ) |
• | Airline services revenues and the segment's pre-tax loss improved significantly in the first quarter. Revenues increased 6 percent to $108 million, primarily reflecting expanded CMI operations for Amazon, and profitability improved to a loss of $3.7 million for the quarter. Scheduled airframe maintenance expense decreased $2.2 million during the first quarter of 2017 compared to 2016, and pension expense declined $2.0 million. |
• | The first-quarter loss included $4.1 million in higher costs for pilot training and premium pay versus the first quarter of 2016 as the airlines continued to expand operations for Amazon. Those incremental |
Other Activities | First Quarter | ||||||||
($ in thousands) | 2017 | 2016 | |||||||
Revenues | $ | 89,206 | $ | 55,011 | |||||
Pre-Tax Earnings | 4,783 | 3,868 |
• | External customer revenues from all other activities in the first quarter were $62.2 million, up $29 million or 85 percent. External maintenance revenues increased $16 million, and revenues from parcel handling and logistical support services increased $13 million. |
• | Pre-tax earnings reflect improved results from heavy maintenance and logistics services. |
• | PEMCO, a division of Airborne Maintenance & Engineering Services (AMES) acquired at the end of 2016, announced agreements during the first quarter for the passenger-to-freighter modification of five Boeing 737 aircraft, all for China-based airlines, raising to ten its backlog of 737 conversion orders. One of the ten is a Boeing 737-700 Next Generation aircraft, its first of that type, that PEMCO said in April it will convert for a Bahrain-based customer. It also announced a new fleet maintenance agreement with Frontier Airlines for Frontier's expanding fleet of more than 60 Airbus A320-family passenger aircraft. |
Three Months Ended | |||||||
March 31, | |||||||
2017 | 2016 | ||||||
REVENUES | $ | 237,917 | $ | 177,385 | |||
OPERATING EXPENSES | |||||||
Salaries, wages and benefits | 72,663 | 52,419 | |||||
Depreciation and amortization | 36,442 | 32,534 | |||||
Maintenance, materials and repairs | 24,601 | 27,343 | |||||
Fuel | 34,841 | 16,631 | |||||
Contracted ground and aviation services | 20,687 | 10,868 | |||||
Travel | 7,366 | 4,808 | |||||
Rent | 3,286 | 2,627 | |||||
Landing and ramp | 5,299 | 3,651 | |||||
Insurance | 1,262 | 1,149 | |||||
Other operating expenses | 13,717 | 10,004 | |||||
220,164 | 162,034 | ||||||
OPERATING INCOME | 17,753 | 15,351 | |||||
OTHER INCOME (EXPENSE) | |||||||
Interest income | 32 | 24 | |||||
Interest expense | (3,548 | ) | (2,699 | ) | |||
Net gain (loss) on financial instruments | 1,869 | (528 | ) | ||||
(1,647 | ) | (3,203 | ) | ||||
EARNINGS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 16,106 | 12,148 | |||||
INCOME TAX EXPENSE | (6,310 | ) | (3,977 | ) | |||
EARNINGS FROM CONTINUING OPERATIONS | 9,796 | 8,171 | |||||
EARNINGS FROM DISCONTINUED OPERATIONS, NET OF TAX | 192 | 47 | |||||
NET EARNINGS | $ | 9,988 | $ | 8,218 | |||
EARNINGS PER SHARE - CONTINUING OPERATIONS | |||||||
Basic | $ | 0.17 | $ | 0.13 | |||
Diluted* | $ | 0.13 | $ | 0.13 | |||
WEIGHTED AVERAGE SHARES - CONTINUING OPERATIONS | |||||||
Basic | 59,133 | 63,636 | |||||
Diluted | 64,949 | 65,057 |
March 31, | December 31, | ||||||
2017 | 2016 | ||||||
ASSETS | |||||||
CURRENT ASSETS: | |||||||
Cash and cash equivalents | $ | 27,631 | $ | 16,358 | |||
Accounts receivable, net of allowance of $1,273 in 2017 and $1,264 in 2016 | 83,981 | 77,247 | |||||
Inventory | 18,454 | 19,925 | |||||
Prepaid supplies and other | 24,481 | 19,123 | |||||
TOTAL CURRENT ASSETS | 154,547 | 132,653 | |||||
Property and equipment, net | 1,057,877 | 1,000,992 | |||||
Other assets | 82,799 | 80,099 | |||||
Goodwill and acquired intangibles | 45,588 | 45,586 | |||||
TOTAL ASSETS | $ | 1,340,811 | $ | 1,259,330 | |||
LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||
CURRENT LIABILITIES: | |||||||
Accounts payable | $ | 76,269 | $ | 60,704 | |||
Accrued salaries, wages and benefits | 27,032 | 37,044 | |||||
Accrued expenses | 9,553 | 10,324 | |||||
Current portion of debt obligations | 26,531 | 29,306 | |||||
Unearned revenue | 25,233 | 18,407 | |||||
TOTAL CURRENT LIABILITIES | 164,618 | 155,785 | |||||
Long term debt | 481,886 | 429,415 | |||||
Post-retirement obligations | 74,674 | 77,713 | |||||
Other liabilities | 51,294 | 52,542 | |||||
Stock warrants | 97,831 | 89,441 | |||||
Deferred income taxes | 129,425 | 122,532 | |||||
STOCKHOLDERS’ EQUITY: | |||||||
Preferred stock, 20,000,000 shares authorized, including 75,000 Series A Junior Participating Preferred Stock | — | — | |||||
Common stock, par value $0.01 per share; 85,000,000 shares authorized; 59,563,749 and 59,461,291 shares issued and outstanding in 2017 and 2016, respectively | 596 | 595 | |||||
Additional paid-in capital | 441,300 | 443,416 | |||||
Accumulated deficit | (22,255 | ) | (32,243 | ) | |||
Accumulated other comprehensive loss | (78,558 | ) | (79,866 | ) | |||
TOTAL STOCKHOLDERS’ EQUITY | 341,083 | 331,902 | |||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | 1,340,811 | $ | 1,259,330 |
Three Months Ended | |||||||
March 31, | |||||||
2017 | 2016 | ||||||
Revenues | |||||||
CAM | |||||||
Aircraft leasing and related revenues | $ | 50,569 | $ | 51,726 | |||
Lease incentive amortization | (2,591 | ) | — | ||||
Total CAM | 47,978 | 51,726 | |||||
ACMI Services | |||||||
Airline services | 108,066 | 101,653 | |||||
Reimbursables | 36,883 | 13,303 | |||||
Total ACMI Services | 144,949 | 114,956 | |||||
Other Activities | 89,206 | 55,011 | |||||
Total Revenues | 282,133 | 221,693 | |||||
Eliminate internal revenues | (44,216 | ) | (44,308 | ) | |||
Customer Revenues | $ | 237,917 | $ | 177,385 | |||
Pre-tax Earnings from Continuing Operations | |||||||
CAM, inclusive of interest expense | 13,330 | 19,510 | |||||
ACMI Services | (3,705 | ) | (10,356 | ) | |||
Other Activities | 4,783 | 3,868 | |||||
Net, unallocated interest expense | (171 | ) | (346 | ) | |||
Net gain (loss) on financial instruments | 1,869 | (528 | ) | ||||
Total Earnings from Continuing Operations before Income Taxes | $ | 16,106 | $ | 12,148 | |||
Adjustments to Pre-tax Earnings | |||||||
Add non-service components of retiree benefit costs, net | 177 | 2,203 | |||||
Add debt issuance charge from non-consolidating affiliate | — | 1,229 | |||||
Add lease incentive amortization | 2,591 | — | |||||
Add (subtract) net loss (gain) on financial instruments | (1,869 | ) | 528 | ||||
Adjusted Pre-tax Earnings | $ | 17,005 | $ | 16,108 |
Three Months Ended | |||||||
March 31, | |||||||
2017 | 2016 | ||||||
Earnings from Continuing Operations Before Income Taxes | $ | 16,106 | $ | 12,148 | |||
Interest Income | (32 | ) | (24 | ) | |||
Interest Expense | 3,548 | 2,699 | |||||
Depreciation and Amortization | 36,442 | 32,534 | |||||
EBITDA from Continuing Operations | $ | 56,064 | $ | 47,357 | |||
Add non-service components of retiree benefit costs, net | 177 | 2,203 | |||||
Add debt issuance charge from non-consolidating affiliate | — | 1,229 | |||||
Add lease incentive amortization | 2,591 | — | |||||
Add (subtract) net loss (gain) on financial instruments | (1,869 | ) | 528 | ||||
Adjusted EBITDA | $ | 56,963 | $ | 51,317 |
Three Months Ended | |||||||
March 31, | |||||||
2017 | 2016 | ||||||
Earnings from Continuing Operations - basic (GAAP) | $ | 9,796 | $ | 8,171 | |||
Gain from stock warrant revaluation, net of tax | (1,539 | ) | — | ||||
Earnings from Continuing Operations - diluted (GAAP) | 8,257 | 8,171 | |||||
Lease incentive amortization, net of tax | 2,962 | — | |||||
Loss from stock warrant revaluation, net of tax | — | 259 | |||||
Adjusted Earnings from Continuing Operations (non-GAAP) | $ | 11,219 | $ | 8,430 | |||
Adjusted Shares - diluted | 64,949 | 65,057 | |||||
Earnings per Share from Continuing Operations - diluted (GAAP) | $ | 0.13 | $ | 0.13 | |||
Effect of lease incentive amortization, net of tax | 0.04 | — | |||||
Adjusted Earnings per Share from Continuing Operations (non-GAAP) | $ | 0.17 | $ | 0.13 | |||
Aircraft Types | ||||||||||||||||||
December 31, | March 31, | December 31, | ||||||||||||||||
2016 | 2017 | 2017 Projected | ||||||||||||||||
Operating | Operating | Operating | ||||||||||||||||
Total | Owned | Lease | Total | Owned | Lease | Total | Owned | Lease | ||||||||||
B767-200 | 36 | 36 | — | 36 | 36 | — | 36 | 36 | — | |||||||||
B767-300 | 16 | 16 | — | 17 | 17 | — | 27 | 27 | — | |||||||||
B757-200 | 4 | 4 | — | 4 | 4 | — | 4 | 4 | — | |||||||||
B757 Combi | 4 | 4 | — | 4 | 4 | — | 4 | 4 | — | |||||||||
B737-400 | — | — | — | — | — | — | 2 | 2 | — | |||||||||
Total Aircraft | 60 | 60 | — | 61 | 61 | — | 73 | 73 | — | |||||||||
Owned Aircraft In Serviceable Condition | ||||||||||||||||||
December 31, | March 31, | December 31, | ||||||||||||||||
2016 | 2017 | 2017 Projected | ||||||||||||||||
Dry leased without CMI | 13 | 14 | 22 | |||||||||||||||
Dry leased with CMI | 28 | 29 | 32 | |||||||||||||||
ACMI/Charter | 18 | 17 | 19 | |||||||||||||||
Staging/Unassigned | 1 | 1 | — | |||||||||||||||
60 | 61 | 73 | ||||||||||||||||
Owned Aircraft In or Awaiting Cargo Conversion | ||||||||||||||||||
December 31, | March 31, | December 31, | ||||||||||||||||
2016 | 2017 | 2017 Projected | ||||||||||||||||
B767-300 | 7 | 9 | 6 | |||||||||||||||
B737-400 | — | 1 | — | |||||||||||||||
Total Aircraft | 7 | 10 | 6 | |||||||||||||||
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