EX-99.1 2 ex99120190828seaportglobalpr.htm EXHIBIT 99.1 a20190828seaportglobalpr
SEAPORT GLOBAL ENERGY & INDUSTRIALS CONFERENCE AUGUST 2019 - CHICAGO, IL JOE HETE, PRESIDENT AND CEO MIKE BERGER, CCO @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS Except for historical information contained herein, the matters discussed in this presentation contain forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve risks and uncertainties that are inherently difficult to predict. Words such as “projects,” “believes,” “anticipates,” “will,” “estimates,” “plans,” “expects,” “intends” and similar words and expressions are intended to identify forward- looking statements. These forward-looking statements are based on expectations, estimates and projections as of the date of this presentation and address activities events or developments that we expect, believe or anticipate will or may occur in the future. Although we believe our estimates and assumptions to be reasonable, they are inherently uncertain and involve a number of risks and uncertainties that are beyond our control. In addition, management’s assumptions about future events may prove to be inaccurate. We caution all readers that the forward-looking statements contained in this presentation are not guarantees of future performance, and we cannot assure any reader that those statements will be realized or the forward-looking events and circumstances will occur. There are a number of important factors that could cause Air Transport Services Group's ("ATSG's") actual results to differ materially from those indicated by such forward-looking statements. These factors include, but are not limited to, changes in market demand for our assets and services; our operating airlines' ability to maintain on-time service and control costs; the cost and timing with respect to which we are able to purchase and modify aircraft to a cargo configuration; fluctuations in ATSG's traded share price, which may result in mark-to-market charges on certain financial instruments; the number, timing and scheduled routes of our aircraft deployments to customers; our ability to remain in compliance with our agreements with key customers and lenders; changes in general economic and/or industry-specific conditions; and other factors (including those listed under the heading “Risk Factors”) that are contained from time to time in ATSG's filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Readers should carefully review this presentation and should not place undue reliance on ATSG's forward-looking statements. These forward-looking statements were based on information, plans and estimates as of the date of this presentation. ATSG undertakes no obligation to update any forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events or other changes. @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
2018 ACCOMPLISHMENTS Diversified via Omni acquisition . Adds $400+ million revenue . Strong cash flow . Boeing 777 platform Agreements with Amazon extended and expanded . Ten additional 767s, totaling thirty leased by end of 2020 . Multi-year lease extensions . Additional warrants granted to Amazon to acquire 33.2% of ATSG shares More feedstock 767s secured . Twenty 767-300s sourced via Jetran from American Airlines . e-Commerce-driven demand for express-network cargo aircraft Freighter fleet expanded . Nine 767-300 converted freighters entered service in 2018 . Eight to ten more due in 2019 . More than 80% of 767s in service at year-end 2018 were dry-leased Labor agreement reached with ATI pilots . Adds four years and market-competitive terms @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
1H 2019 Revenue By Segment1 1H 2019 Revenue By Customer1 ATSG - 2018 AT A GLANCE CAM Other (Leasing) DHL . In-service fleet of 89 at YE2018: 777s, 767s, 757s and 17% 15% 18% Other 737s 29% Amazon . Key Business Segments: 19% ACMI . CAM (Cargo Aircraft Management) dry-leasing 65% DoD cargo aircraft 37% . ACMI (Aircraft, Crew, Maintenance & Insurance) Services CMI and ACMI agreements . Other businesses include: MRO services, Strong Financial Performance ($M) passenger-to-freighter conversion services, Revenue1 Adj. EBITDA2 $450E ground operations and material handling $1,068 equipment services $289 $892 $769 $312 . Deliver holistic operational solutions to customers $82 $683 $268 $619 $212 $219 . Markets include air cargo transportation and package $38 $197 delivery industries (for both commercial and government entities) . Founded in 1980 as a wholly owned subsidiary of Airborne Express, first public offering in August of 2015 2016 2017 2018 1H19 2015 2016 2017 2018 1H19 2019E 2003 Reported revenue from reimbursed expenses . Headquartered in Wilmington, OH with 4,000 1. Segment revenue before elimination of internal revenues and revenue by customer percentages are calculated employees worldwide based on 1H2019 results. ATSG adopted Topic 606 revenue recognition rules on 1/1/2018. Revenues for 2015- 2017 show revenues that would have been excluded if Topic 606 rule were in effect. 2. Non-GAAP metric. See Reconciliation to GAAP Pre-tax Earnings in a table at the end of this presentation. @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
BUNDLED SERVICES FOR TURNKEY SOLUTIONS ATSG Customers - Bundled Services Profile @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
. World’s largest lessor of 767-200 . Completed 16,950 flight . Completed 15,474 flight . Completed 5,308 flight segments and -300 passenger-to-freighter segments in 2018 (government segments in 2018 (government in 2018 (government & converted aircraft & commercial) & commercial) commercial) . Specializes in providing aircraft . Providing CMI service to DHL and . Providing CMI service to . Carried 202,333 passengers on wet, dry, and Wet2Dry leasing Amazon Amazon, DHL, and Aloha Freight 1,080 CRAF passenger missions programs tailored to the in 2018 individual needs of its . A FAR 121 cargo airline flying . A FAR 121 Airline that is a customers, drawing from its express cargo routes for premier provider of track, ad hoc . Provides charter service for the growing fleet of cost-efficient customers in the U.S. and or ACMI wet lease programs NCAA and NFL including the New aircraft around the world England Patriots, Atlanta Falcons and University of Oklahoma among others @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
. Solidified maintenance relationships . Added Material Handling capacity in PEMCO Conversions with blue chip customers including UPS, February, 2019 with the purchase of Delta, and Frontier TriFactor Distribution Solutions; offering . Pax to Freighter Conversions: 737-300s, includes design, installation, and service and -400s, plus -700s pending FAA STC . Providing Heavy Maintenance, Line approval Maintenance, Engineering, Component . Providing gateway operations to . 26 platforms and 2 million hours of safe Repair/Overhaul, Manufacturing, Amazon at Tampa International Airport reliable operation Material Services . Product lines include Facility . Narrow and wide-body support of Maintenance, Ground Support 321 Precision Conversions Joint Venture Boeing, Airbus and regional aircraft Equipment, Sort and Gateway types in 635,000 sq. ft. of hangar space Operations, Material Handling . Developing A321 Pax to Freighter across six hangars Conversion Supplemental Type Certificate, projecting approval 2020 . 757 capacity, 737 efficiency @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
ATSG IN-SERVICE FLEET JUNE 30, 2019- 89 AIRCRAFT BOEING 767-300 BOEING 767-200 BOEING 757-200 34 FREIGHTERS IN SERVICE 33 FREIGHTERS 8 IN SERVICE IN SERVICE . Twenty-nine dry-leased to . Twenty-six dry-leased to DHL, Amazon, NAC, Amazon, DHL, Amerijet, Amerijet, Air Incheon, Cargojet, SkyTaxi, Raya, Cargojet, up to 10 yr. terms; West Atlantic, up to 7 year . One aircraft staging for lease terms . Two aircraft staging for lease . Four 757-200 combis under ACMI 7 PASSENGER 3 PASSENGER agreements with U.S. AIRCRAFT AIRCRAFT Military, four 757- IN SERVICE IN SERVICE 200Fs under ACMI . Commercial, DoD, and U.S. agreements with DHL . Commercial and allied governments ACMI/Charter, DoD BOEING 777-200 BOEING 737-400 3 PASSENGER AIRCRAFT IN SERVICE 1 FREIGHTERS IN SERVICE . Dry leased to West . Commercial, DoD, and Atlantic U.S. and allied governments . One aircraft staging pending sale in Q32019 @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
767 FREIGHTER TRANSFORMATION 50 57 (33(28 with with CMI) CMI) (33 with CMI) (31 with CMI) YE-2017 YE-2018 11 67 73 10 16 7 6 1 5 41 YE-2016 (28 with CMI) YE-2019 59 projected 10 84 1 7 66 (35 with CMI) YE-2015 Demand from regional air networks has 30 49 more than doubled our dry-leased midsize 11 (15 with CMI) 767 freighter fleet since 2015, lengthened 2 lease terms, and resulted in more CMI, 7 maintenance and logistics support. 17 Dry leased ACMI/Charter Staging/Unassigned Undergoing cargo modification @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
OMNI ACQUSITION OVERVIEW 2018 Pro Forma Revenue Mix2 By Segment . $845 million cash purchase price, prior to working capital adjustments, inclusive of ~$85 million NPV of tax benefits Other CAM MRO 5% 14% . Adjusting for NPV of tax benefits, purchase multiple is 5.8 times Omni’s LTM August 2018 adjusted EBITDA (Leasing) 15% . Funded through an expansion of existing term loan debt and utilization of the revolving credit facility. Ratio of combined total debt to annualized adjusted EBITDA was ~3.4 times as of acquisition date. ACMI . Exceeds ATSG’s investment hurdle and was immediately accretive to Adjusted EPS1 starting in 1Q 2019 66% . Additional $430 million of annual revenue to ATSG; Combined pro forma basis produced $1.32 billion of 2018 revenue 2018 Pro Forma Revenue Mix2 By Customer . Adds B777 platform and grows B767 fleet plus passenger transport added DHL . Customer revenue diversification and expansion of DoD relationship; 70% of Omni revenue 17% Other 30% Amazon . Collective bargaining agreements with pilots through March 2022 and flight attendants through November 19% 2022 1. Adjusted EPS is a non-GAAP financial measure defined as ATSG’s GAAP Earnings Per Share excludes transaction-related costs (amortization), effects of Amazon warrants, and the DoD company’s share of the A321 joint venture development costs. See reconciliation to GAAP EPS 34% 2. Pro forma revenues for ATSG assuming Omni Air acquired 1/1/18. Segment revenue before elimination of internal revenues and revenue by customer percentages are calculated based on FY 2018 pro forma results. @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
EXTENDED AND EXPANDED AMAZON AGREEMENT Aircraft Leases and Operating Agreement 2016 Agreement 2018 Agreement Twelve Orig. Five-year leases through 2021 Seven-year leases through 2023, three-year 767-200s extension option Eight Orig. Seven-year leases through 2023-24 Ten-year leases through 2026-27, three-year 767-300s extension option Ten Added Ten-year leases, five starting 2H 2019; five starting 767-300s 2H 2020, three-year extension option Additional Can lease up to 17 additional freighters under Lease Options mutually acceptable terms, Jan. 2019 to Jan. 2026 Operating Five years through March 2021 Ten years through March 2026, three-year extension Agreement option Warrant Agreements 2016 Agreement 2018 Agreement • 14.4M warrants vested, with anticipated • 14.8M warrants issued to Amazon to increase Warrants 0.3M more warrants to be issued in Sept Amazon’s potential ownership of ATSG from 2020 to equal 19.9% of ATSG common 19.9% to ~33.2% shares • Exercise price $21.53 per share; cashless • Exercise price $9.73; cashless exercise exercise option option • Expire seven years from issuance; Option for • Expire March 2021 additional warrants for additional aircraft leases @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
LONG-TERM RELATIONSHIPS WITH KEY CUSTOMERS U.S. Government / Amazon Network DHL Network Department of Defense . Leading CRAF provider of passenger . CAM provided twenty-one 767s as . Long-term contracts since August airlift services to the U.S. DoD of 6/30/2019; five more due by 2003; three-year extensions signed YE2019 . Leader of CRAF Patriot team . Eleven 767 freighter aircraft leases . ABX and ATI airlines operate and extended to 2022 with three others AMES maintains 767s leased into 2023/24 . Charter passenger service to other government agencies, including Dept. . LGSTX Services provides gateway . ACMI and CMI agreements to of Homeland Security, Immigration & services in CLT, TPA, and ILN operate 757 and 767 freighter aircraft Customs Enforcement . Amazon support began in Fall 2015; . Americas Region remains fastest . B757 Combi service to military for extended in December 2018 to at growing region for DHL Express; with 20+ years, contracted through least 30 aircraft by end of 2020 FY2018 revenues up 9.5% in December 2021 Americas ex currency effects . Amazon to hold warrants for purchase of ~33.2% of ATSG shares @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
e-COMMERCE MARKET DEMAND FAVORS LOWER-INVESTMENT CONVERTED MIDSIZE & STANDARD FREIGHTERS CONVERTED FREIGHTER GROWTH OPPORTUNITY International Express Market Growth 55% 59% Global Retail e-Commerce Growth $4,479 $3,879 $3,305 CAGR 7.5% 36% CAGR 22.5% $2,774 25% $2,290 $1,859 19% $1,433 12% $1,190 6% 2011 2012 2013 2014 2015 2016 2017 2018 2014 2015 2016 2017E 2018F 2019F 2020F 2021F Source: Statista.com Source: Statista.com Freighter Leasing Maintenance China Global Freighter Aircraft MRO Market Korea Deliveries 2018-2037 Total Spending 2018-2038 UK $295 USA 37% B World e-Commerce Penetration New Germany by Country Europe (as percentage of total B2C retail +2,650 France sales) Deliveries $160 Australia B Japan 2015 2018 63% India Converted 0% 5% 10% 15% 20% 25% Narrow & Narrow & Wide-Body Medium Line Hangar Wide-Body Source: Euromonitor Source: Boeing Commercial Market Outlook 2018 Source: Boeing Commercial Market Outlook 2018-2037 @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
Largest new JOINT VENTURE generation narrow- body freighter with A321 FREIGHTER CONVERSION economics similar to The A321 will leverage ATSG’s multi-service freighter aircraft the smaller B737-800 solutions, including converting, leasing, operating and maintaining the aircraft 19% Fuel burn 31% increase in savings compared to containerized Background the B757 while still volume compared to offering 95% of the the B737 plus a . CAM partnered with Precision Aircraft Solutions in 2017 to form a new joint venture, 321 Precision 14.5% increase in cube space Conversions payload weight . Precision is the market leader in converting 757 aircraft More than . CAM is the second largest freighter conversion lessor in the world 1,400 Timeline Passenger aircraft in . 321 Precision began work on the project in 2016 service . Projecting STC approval by FAA in 1H 2020 . Anticipate deployments into CAM-leased ATSG fleet Target aircraft for the fastest growing segment in the industry – e-Commerce and integrators @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
2018 FINANCIAL RESULTS $MM $MM $MM . 15% revenue gain excl. 2017 reimbursables driven by Revenues1 Adj. Pretax Adj. EPS2 Adj. EBITDA2 Earnings2 (Cont. Oper.) (Cont. Oper.) additional 767 leases, (Cont. Oper.) Amazon CMI support $1,068 $312 . ACMI Services pretax more than doubled to $18M on $892 higher CMI services $289 $268 operations, 4Q2018 Omni Air contributions $105 . CAM pretax up 7% on ten $96 more freighters deployed in $1.16 2018 $779 $0.90 . Adjusted Pre-tax Earnings exclude non-cash effects of Amazon warrants, pension charge, non-consolidating affiliate charge, gain/loss in other financial instruments . Adjusted EPS excludes effects of the Amazon 2017 2018 2017 2018 2017 2018 2017 2018 warrants and the company's share of the Airbus A321 joint 1. 2018 revenues related to costs that are directly reimbursed to ATSG and controlled by the customer are reported net of the corresponding expenses. Corresponding 2017 revenues included $289M of such venture development costs reimbursements. 2. Non-GAAP metrics. See tables at end of this presentation for reconciliation to nearest GAAP results for Adjusted Pretax Earnings, Adjusted EPS, and Adjusted EBITDA. @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
1H2019 FINANCIAL RESULTS $MM $MM $MM . Growth in revenue and Revenues Adj. Pretax Adj. EPS1 Adj. adjusted items due primarily 1 (Cont. Oper.) 1 to Omni assets acquired in $683 Earnings EBITDA (Cont. Oper.) (Cont. Oper.) Nov. 2018, plus CAM leasing gains $219 . Adjusted results exclude, $407 among other items, gains $59 and losses from financial instrument revaluation ($31M $49 loss in 1H2019, vs. $11M gain in 1H 2018) $142 . ACMI Services pretax up $9M vs 1H 2018, CAM $27 leasing up $2M $0.64 $0.54 . CAM deployed one more 767F to an external customer in the first half; expects to deliver at least nine more in 2H 2019 . Ramp up costs for expanded 2018 2019 2018 2019 2018 2019 2018 2019 flying for Amazon were about $3m in 2Q, expect $4M in 1. Non-GAAP metrics. See tables at end of this presentation for reconciliation to nearest GAAP results for Adjusted Pretax Earnings, Adjusted EPS, and Adjusted EBITDA. similar costs in 3Q @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
HISTORICAL FINANCIAL PERFORMANCE Revenues* Adjusted EBITDA** $450 ($ in millions) ($ in millions) $1,068 $289 $892 $312 $769 $268 $619 $127 $590 $197 $212 $41 $38 2014 2015 2016 2017 2018 2015 2016 2017 2018 2019E Capital Expenditures* Debt Obligations/Adjusted $475 EBITDA** ($ in millions) 3.4x ~3.5x $297 $293 $265 100E 2.2x 2.1x 90 $159 1.6x 70 60 55 Aircraft in Service 2015 2016 2017 2018 2019E 2015 2016 2017 2018 2019E * Pro-forma adjustment to 2014-2017 revenues illustrate the effect of changes in * * Adjusted EBITDA is a non-GAAP metric. See table at end of this presentation revenue recognition rules effective 1/1/18 as if they were in effect on 1/1/14. for reconciliation to nearest GAAP results. Ratios of Debt Obligations to Capital Expenditures projection reflects guidance as of the date of ATSG’s adjusted EBITDA and fleet totals are as of end of period shown and are 2Q2019 earnings call. calculated under formulas included in bank covenants. @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
COMPONENTS OF DEBT STRUCTURE $millions Principal Balance As of 12/31/2018 Maturity Term loan A-1 $ 48.75 May 2024 Term loan A-2 666.56 May 2024 Revolver* 515.00 May 2024 Convertible** 258.75 Oct 2024 Total Debt* $1,489.06 * Approximately 50% of total debt currently hedged. Revolver, capacity $645 million with $300 million accordion feature ** 1.125% coupon, Oct. 2024 maturity. Bond hedge, with warrant transaction up 75% to $41.35 per share @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
CONCLUSION - INVESTMENT HIGHLIGHTS @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
EPS ADJUSTMENTS REFLECT WARRANT VALUATION Three Months Ended Year Ended March 31, 2019 March 31, 2018 December 31, 2018 December 31, 2017 $ $/Share $ $/Share $ $Share $ $Share Earnings from Continuing Operations - basic (GAAP) $ 22,634 $ 15,682 $ 67,883 $ 21,740 Gain from warrant revaluation, net tax (7,653) — (7,118 ) — Earnings from Continuing Operations - diluted (GAAP) 14,981 $ 0.25 15,682 $ 0.26 60,765 $ 0.89 21,740 $ 0.36 Adjustments, net of tax Lease incentive amortization 3,228 0.05 3,272 0.06 12,910 0.18 16,400 0.27 Non-service component of retiree 1,795 0.03 (1,562 ) (0.02 ) (6,248) (0.09) 3,917 0.07 benefits/settlements Loss from joint venture 2,914 0.05 1,963 0.03 7,993 0.12 1,997 0.03 Omni acquisition fees 285 — — — 4,020 0.06 — — Derivative and warrant revaluation 2,748 (0.01) 1,161 (0.03 ) 6 — 76,591 1.17 Effect of 2017 tax law — — — — — — (59,944 ) (1.00 ) Adjusted Earnings from Continuing Operations (non- $ 25,951 $ 0.37 $ 20,516 $ 0.30 $ 79,446 $ 1.16 $ 60,701 $ 0.90 GAAP) Shares Shares Shares Shares Weighted Average Shares - diluted 60,437 59,558 68,356 59,686 Additional weighted average shares 9,232 9,651 — 7,838 Adjusted Shares (non-GAAP) 69,669 69,209 68,356 67,524 Adjusted Earnings from Continuing Operations and Adjusted Earnings Per Share from Continuing Operations are non-GAAP financial measures and should not be considered as alternatives to Earnings from Continuing Operations, Weighted Average Shares – diluted, Earnings Per Share from Continuing Operations or any other performance measure derived in accordance with GAAP. Adjusted Earnings and Adjusted Earnings Per Share from Continuing Operations should not be considered in isolation or as a substitute for analysis of the company's results as reported under GAAP. @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE


 
NON-GAAP RECONCILIATION STATEMENT Reconciliation Stmt. ($ in 000s) 2015 2016 2017 2018 1H2018 1H2019 GAAP Pre-Tax Earnings (Loss) from Cont. Oper. $ 62,563 $ 34,454 $ (6,536) $ 87,478 $ 50,839 $ 4,091 Non-service components retiree benefit costs, net (1,040) 6,815 6,105 (8,180) (4,090) 4,702 Non-consolidating affiliate charges - 1,229 3,135 10,468 4,953 9,814 Lease Incentive Amortization - 4,506 13,986 16,904 8,452 8,251 Transaction fees 5,264 - 373 Financial Instruments Loss (Gain) (920) 18,107 79,789 (7,296) (10,812) 31,386 Adjusted Pre-tax Earnings from Cont. Oper. 60,603 65,111 96,479 104,638 49,342 58,617 Interest Income (85) (131) (116) (251) (77) (177) Interest Expense 11,232 11,318 17,023 28,779 10,728 34,194 Depreciation and amortization 125,443 135,496 154,556 178,895 81,624 125,903 Adjusted EBITDA from Cont. Oper. $ 197,193 $ 211,794 $ 267,942 $ 312,061 $ 141,617 $ 218,537 Adjusted Pre-Tax Earnings from Continuing Operations is defined as Earnings from Continuing Operations Before Income Taxes plus certain charges from non-consolidating affiliates, and lease incentive amortization. It excludes the net effect of transaction fees, financial instrument gains and losses, and of non- service components of retiree benefit costs. Adjusted EBITDA from Continuing Operations is defined as Earnings from Continuing Operations Before Income Taxes plus net interest expense, depreciation and amortization expense, charges from non-consolidating affiliates, and lease incentive amortization. It excludes the net effect of transaction fees, financial instrument gains and losses, and of non-service components of retiree benefit costs. Adjusted EBITDA from Continuing Operations and Adjusted Pre-Tax Earnings from Continuing Operations are non-GAAP financial measures and should not be considered alternatives to net income or any other performance measure derived in accordance with GAAP. Management uses Adjusted EBITDA from Continuing Operations and Adjusted Pre-Tax Earnings from Continuing Operations to assess the performance of its operating results among periods. These measures should not be considered in isolation or as a substitute for analysis of the Company's results as reported under GAAP, or as an alternative measure of liquidity. The Company does not provide a reconciliation of projected Adjusted EBITDA because it is unable to predict with reasonable accuracy the value of certain adjustments. Certain adjustments can be significantly impacted by the period-end re-measurements of financial instruments including stock warrants issued to customers. The Company’s earnings on a GAAP basis and the non-GAAP adjustments for gain and losses resulting from the re-measurement of stock warrants, will depend on the future prices of ATSG stock, interest rates and other assumptions which are highly uncertain. @ATSGinc www.atsginc.com SEAPORT GLOBAL CONFERENCE