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8-K - 8-K - Air Transport Services Group, Inc.a2013q3form8kcover-earning.htm



Air Transport Services Group Announces Third-Quarter Results
Sequential Improvements Extend Progress Toward 2013 Adjusted EBITDA Goal

WILMINGTON, OH, November 6, 2013 - Air Transport Services Group, Inc. (Nasdaq: ATSG), a leading provider of aircraft leasing, and air cargo transportation and related services, today reported consolidated financial results for the quarter ended September 30, 2013.
For the third quarter of 2013, compared with the third quarter of 2012:
Revenues decreased 8.4 percent to $140.9 million. Revenues increased 1.4 percent from the second quarter of 2013.
Net earnings from continuing operations decreased 32.5 percent to $7.8 million, or $0.12 per fully diluted share, but were up 12.8 percent from this year's second quarter. The Company is not a significant payer of federal income taxes and does not expect to be until 2016.
Adjusted EBITDA decreased 7.7 percent from a year ago to $40.0 million. The sequential increase from the second quarter was $4.1 million, or 11.3 percent. This non-GAAP financial measure is defined and reconciled to comparable GAAP results in a table at the end of this release.

Joe Hete, President and Chief Executive Officer of ATSG, said, "Our third quarter results reflect progress versus the second quarter in restoring the growth and profitability of our ACMI Services segment, and keep us on pace toward our Adjusted EBITDA goal for the year. Our cargo airline Air Transport International (ATI) captured more revenue and improved its pre-tax results compared with the second quarter, while adding two more Boeing 757 combi aircraft to its fleet. Curtailment of U.S. Federal Aviation Administration operations during the government shutdown in October did delay progress on our combi fleet upgrade, but we are now back on track, and garnering the operating benefits of our 757 combis."

Nine-month 2013 revenues decreased 6.6 percent to $423.1 million compared with the same 2012 period. Pre-tax earnings for the nine months decreased 22.4 percent to $37.2 million. Adjusted EBITDA, which excludes gains or losses on derivative instruments, decreased 6.1 percent to $113.3 million from a year ago.

Segment Results

CAM (Aircraft Leasing)
CAM
Third Quarter Nine Months
($ in thousands)
2013
 
2012
 
2013
 
2012
Revenues
$
40,089

 
$
39,155

 
$
118,420

 
$
115,073

Pre-Tax Earnings
15,893

 
17,334

 
49,980

 
50,819


Significant Developments:
Higher revenues for the quarter stem from more modern Boeing 767 and 757 aircraft in service, replacing older legacy aircraft removed from service since the same quarter a year ago.
Reductions in pre-tax earnings reflect fewer aircraft in service than a year ago, and also higher





depreciation on aircraft added since the third quarter of 2012.
On September 30, 2013, ATSG owned 50 aircraft in serviceable condition - 20 leased to external customers and 30 leased to ATSG affiliate airlines. A table reflecting aircraft in service is included at the end of this release.
The in-service fleet consisted of forty-one Boeing 767 freighters, four Boeing 757 freighters, two DC-8 combis (combined passenger and main-deck cargo aircraft) and three 757 combis.
Two 757 combi aircraft entered service during the third quarter - one in July and another in September.
Two Boeing 767-300s were completing passenger-to-freighter conversion as of September 30, 2013.
A fourth 757 combi is expected to enter service late this year or early in 2014. The two remaining DC-8 combis will be retired by year-end.

ACMI Services
ACMI Services
Third Quarter Nine Months
($ in thousands)
2013
 
2012
 
2013
 
2012
Revenues
 
 
 
 
 
 
 
Airline services
$
93,116

 
$
102,072

 
$
276,193

 
$
299,434

Reimbursables
16,313

 
20,454

 
51,156

 
57,676

Total ACMI Services Revenues
109,429

 
122,526

 
327,349

 
357,110

 
 
 
 
 
 
 
 
Pre-Tax Loss
(7,113
)
 
(1,746
)
 
(21,610
)
 
(11,543
)

Significant Developments:
Third-quarter airline services revenues decreased $9.0 million primarily as a result of reduced international ACMI operations, compared with the third quarter last year. Pre-tax results, while improved versus second quarter, were down versus a year ago, due primarily to lower revenues, and higher costs associated with slower than expected regulatory approvals and combi transition.
ATI’s third-quarter operating loss, while larger than a year ago, improved 31 percent from the second quarter of 2013, and sequential improvements continued to be realized into the fourth quarter. ATI served the U.S. Military during most of the third quarter with two DC-8 and two 757 combi aircraft. Operating expenses were reduced from the second quarter, but still elevated due to continued DC-8 combi operations. A third 757 combi entered service in September.
Block hours decreased 14 percent during the third quarter compared to the prior-year period, but increased 2 percent from the second quarter. The decrease versus a year ago stemmed primarily from fewer long-haul international ACMI operations at ABX Air and ATI. The improvement versus second quarter was driven by a 12 percent increase in combi hours for the U.S. Military.

Other Activities
Other Activities
 Third Quarter Nine Months
($ in thousands)
2013
 
2012
 
2013
 
2012
Revenues
$
30,037

 
$
26,773

 
$
83,242

 
$
81,876

Pre-Tax Earnings
4,400

 
3,373

 
9,188

 
8,602


Revenue and earnings improvement reflects good growth in aircraft maintenance operations, along with continued solid results from our management of U.S. Postal Service sorting facilities, compared with a year ago.

Outlook
ATSG reiterates its guidance for 2013 Adjusted EBITDA to be within a range of $155 to $160 million.






Hete said, "The curtailment of operations of the U.S. Federal Aviation Administration due to the government shutdown delayed final approval of ETOPS certification for our 757 combis from mid-September until earlier this week. However, with contributions from our seasonal fourth-quarter ad-hoc ACMI and charter operations, we still expect to achieve our 2013 Adjusted EBITDA goal.

“We also are beginning to see positive shifts in various air cargo networks that are creating new opportunities for us to deploy our aircraft assets and expertise. In addition to these new potential opportunities, with the regulatory and transition delays largely behind us, improving free cash flow due to minimal capital expenditure commitments, and expected positive pension developments, we will have the flexibility to opportunistically deploy capital at optimal, risk-adjusted returns heading into 2014.”
Conference Call
ATSG will host a conference call on Thursday, November 7, 2013, at 10:00 a.m. Eastern time to review its financial results for the third quarter of 2013. Participants should dial (888) 895-5479 and international participants should dial 847-619-6250 ten minutes before the scheduled start of the call and ask for conference pass code 35929294. The call will also be webcast live (listen-only mode) via www.atsginc.com and www.earnings.com for individual investors, and via www.streetevents.com for institutional investors.

A replay of the conference call will be available by phone on Thursday, November 7, 2013, beginning at 2:00 p.m. and continuing through noon on Thursday, November 14, 2013, at (888) 843-7419 (international callers 630-652-3042); use pass code 35929294#. The webcast replay will remain available via www.atsginc.com and www.earnings.com for 30 days.
About ATSG
ATSG is a leading provider of aircraft leasing and air cargo transportation and related services to domestic and foreign air carriers and other companies that outsource their air cargo lift requirements. ATSG, through its leasing and airline subsidiaries, is the world's largest owner and operator of converted Boeing 767 freighter aircraft. Through its principal subsidiaries, including two airlines with separate and distinct U.S. FAA Part 121 Air Carrier certificates, ATSG provides aircraft leasing, air cargo lift, aircraft maintenance services and airport ground services. ATSG's subsidiaries include ABX Air, Inc.; Airborne Global Solutions, Inc.; Air Transport International, Inc.; Cargo Aircraft Management, Inc.; and Airborne Maintenance and Engineering Services, Inc. For more information, please see www.atsginc.com.

Except for historical information contained herein, the matters discussed in this release contain forward-looking statements that involve risks and uncertainties. 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, the costs and timing associated with the modification and certification testing of Boeing 757 aircraft, the timing associated with the deployment of aircraft to customers, achievement of the benefits we anticipated from the merger of two of our airline businesses, our operating airlines' ability to maintain on-time service and control costs, and other 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 release 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 release. 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.

Contact:
Quint O. Turner, ATSG Inc. Chief Financial Officer
937-382-5591






AIR TRANSPORT SERVICES GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(In thousands, except per share data)
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2013
 
2012
 
2013
 
2012
REVENUES
$
140,877

 
$
153,826

 
$
423,060

 
$
452,886

 
 
 
 
 
 
 
 
OPERATING EXPENSES
 
 
 
 
 
 
 
Salaries, wages and benefits
41,498

 
44,153

 
126,771

 
135,827

Fuel
11,356

 
12,038

 
38,157

 
39,962

Maintenance, materials and repairs
24,644

 
26,751

 
71,783

 
75,135

Depreciation and amortization
23,392

 
21,057

 
66,077

 
62,871

Rent
6,958

 
6,745

 
20,528

 
18,719

Travel
4,409

 
5,618

 
13,908

 
17,162

Landing and ramp
2,227

 
3,877

 
8,264

 
11,823

Insurance
1,559

 
1,944

 
4,466

 
5,780

Other operating expenses
8,224

 
9,348

 
25,914

 
27,908

 
124,267

 
131,531

 
375,868

 
395,187

 
 
 
 
 
 
 
 
OPERATING INCOME
16,610

 
22,295

 
47,192

 
57,699

OTHER INCOME (EXPENSE)
 
 
 
 
 
 
 
Interest income
17

 
38

 
56

 
104

Interest expense
(3,814
)
 
(3,668
)
 
(10,500
)
 
(10,886
)
Net gain (loss) on derivative instruments
(317
)
 
294

 
425

 
956

 
(4,114
)
 
(3,336
)
 
(10,019
)
 
(9,826
)
 
 
 
 
 
 
 
 
EARNINGS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
12,496

 
18,959

 
37,173

 
47,873

INCOME TAX EXPENSE
(4,697
)
 
(7,403
)
 
(13,958
)
 
(18,436
)
 
 
 
 
 
 
 
 
EARNINGS FROM CONTINUING OPERATIONS
7,799

 
11,556

 
23,215

 
29,437

 
 
 
 
 
 
 
 
LOSS FROM DISCONTINUED OPERATIONS, NET OF TAX

 
(186
)
 
(2
)
 
(576
)
NET EARNINGS
$
7,799

 
$
11,370

 
$
23,213

 
$
28,861

 
 
 
 
 
 
 
 
EARNINGS PER SHARE - Basic
 
 
 
 
 
 
 
Continuing operations
$
0.12

 
$
0.18

 
$
0.36

 
$
0.46

Discontinued operations

 

 

 
(0.01
)
NET EARNINGS PER SHARE
$
0.12

 
$
0.18

 
$
0.36

 
$
0.45

 
 
 
 
 
 
 
 
EARNINGS PER SHARE - Diluted
 
 
 
 
 
 
 
Continuing operations
$
0.12

 
$
0.18

 
$
0.36

 
$
0.46

Discontinued operations

 

 

 
(0.01
)
NET EARNINGS PER SHARE
$
0.12

 
$
0.18

 
$
0.36

 
$
0.45

 
 
 
 
 
 
 
 
WEIGHTED AVERAGE SHARES
 
 
 
 
 
 
 
Basic
64,052

 
63,456

 
63,972

 
63,439

Diluted
65,036

 
64,667

 
64,807

 
64,478







AIR TRANSPORT SERVICES GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
 
September 30,
 
December 31,
 
2013
 
2012
ASSETS
 
 
 
CURRENT ASSETS:
 
 
 
Cash and cash equivalents
$
16,864

 
$
15,442

Accounts receivable, net of allowance of $543 in 2013 and $749 in 2012
45,680

 
47,858

Inventory
8,952

 
9,430

Prepaid supplies and other
11,075

 
8,855

Deferred income taxes
19,154

 
19,154

Aircraft and engines held for sale
2,491

 
3,360

TOTAL CURRENT ASSETS
104,216

 
104,099

 
 
 
 
Property and equipment, net
848,550

 
818,924

Other assets
21,427

 
20,462

Intangibles
4,958

 
5,146

Goodwill
86,980

 
86,980

TOTAL ASSETS
$
1,066,131

 
$
1,035,611

 
 
 
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
CURRENT LIABILITIES:
 
 
 
Accounts payable
$
32,988

 
$
36,521

Accrued salaries, wages and benefits
22,936

 
22,917

Accrued expenses
8,258

 
8,502

Current portion of debt obligations
23,572

 
21,265

Unearned revenue
9,771

 
10,311

TOTAL CURRENT LIABILITIES
97,525

 
99,516

Long term debt obligations
368,331

 
343,216

Post-retirement liabilities
149,326

 
185,097

Other liabilities
61,592

 
62,104

Deferred income taxes
62,066

 
46,422

 
 
 
 
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; 75,000,000 shares authorized; 64,672,632 and 64,130,056 shares issued and outstanding in 2013 and 2012, respectively
647

 
641

Additional paid-in capital
524,554

 
523,087

Accumulated deficit
(83,972
)
 
(107,185
)
Accumulated other comprehensive loss
(113,938
)
 
(117,287
)
TOTAL STOCKHOLDERS’ EQUITY
327,291

 
299,256

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
$
1,066,131

 
$
1,035,611









AIR TRANSPORT SERVICES GROUP, INC. AND SUBSIDIARIES
PRE-TAX EARNINGS AND ADJUSTED PRE-TAX EARNINGS SUMMARY
FROM CONTINUING OPERATIONS
NON-GAAP RECONCILIATION
(In thousands)
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2013
 
2012
 
2013
 
2012
Revenues
 
 
 
 
 
 
 
CAM
$
40,089

 
$
39,155

 
$
118,420

 
$
115,073

ACMI Services
 
 
 
 
 
 
 
Airline services
93,116

 
102,072

 
276,193

 
299,434

Reimbursables
16,313

 
20,454

 
51,156

 
57,676

Total ACMI Services
109,429

 
122,526

 
327,349

 
357,110

Other Activities
30,037

 
26,773

 
83,242

 
81,876

Total Revenues
179,555

 
188,454

 
529,011

 
554,059

Eliminate internal revenues
(38,678
)
 
(34,628
)
 
(105,951
)
 
(101,173
)
Customer Revenues
$
140,877

 
$
153,826

 
$
423,060

 
$
452,886

 
 
 
 
 
 
 
 
Pre-tax Earnings (Loss) from Continuing Operations
 
 
 
 
 
 
CAM, inclusive of interest expense
15,893

 
17,334

 
49,980

 
50,819

ACMI Services
(7,113
)
 
(1,746
)
 
(21,610
)
 
(11,543
)
Other Activities
4,400

 
3,373

 
9,188

 
8,602

Net, unallocated interest expense
(367
)
 
(296
)
 
(810
)
 
(961
)
Net gain (loss) on derivative instruments
(317
)
 
294

 
425

 
956

Total Pre-tax Earnings
$
12,496

 
$
18,959

 
$
37,173

 
$
47,873

 
 
 
 
 
 
 
 
Adjustments to Pre-tax Earnings
 
 
 
 
 
 
Less net gain (loss) on derivative instruments
317

 
(294
)
 
(425
)
 
(956
)
Adjusted Pre-tax Earnings
$
12,813

 
$
18,665

 
$
36,748

 
$
46,917


Adjusted Pre-tax Earnings is defined as Earnings from Continuing Operations Before Income Taxes less derivative gains and losses. Management uses Adjusted Pre-tax Earnings from Continuing Operations to assess the performance of its operating results among periods. Adjusted Pre-tax earnings from Continuing Operations is a non-GAAP financial measure and should not be considered an alternative to Earnings from Continuing Operations Before Income Taxes or any other performance measure derived in accordance with GAAP.









AIR TRANSPORT SERVICES GROUP, INC. AND SUBSIDIARIES
UNAUDITED ADJUSTED EARNINGS FROM CONTINUING OPERATIONS BEFORE INTEREST, TAXES, DEPRECIATION AND AMORTIZATION
NON-GAAP RECONCILIATION
(In thousands)
 
 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2013
 
2012
 
2013
 
2012
 
 
 
 
 
 
 
 
Earnings from Continuing Operations Before Income Taxes
$
12,496

 
$
18,959

 
$
37,173

 
$
47,873

Interest Income
(17
)
 
(38
)
 
(56
)
 
(104
)
Interest Expense
3,814

 
3,668

 
10,500

 
10,886

Depreciation and Amortization
23,392

 
21,057

 
66,077

 
62,871

EBITDA from Continuing Operations
$
39,685

 
$
43,646

 
$
113,694

 
$
121,526

Less net gain (loss) on derivative instruments
317

 
(294
)
 
(425
)
 
(956
)
 
 
 
 
 
 
 
 
Adjusted EBITDA from Continuing Operations
$
40,002

 
$
43,352

 
$
113,269

 
$
120,570


EBITDA and Adjusted EBITDA from Continuing Operations are non-GAAP financial measures and should not be considered as alternatives to Earnings from Continuing Operations Before Income Taxes or any other performance measure derived in accordance with GAAP.
 
EBITDA from Continuing Operations is defined as Earnings from Continuing Operations Before Income Taxes plus net interest expense, depreciation, and amortization expense. Adjusted EBITDA from Continuing Operations is defined as EBITDA from Continuing Operations less derivative gains and losses.
 
Management uses EBITDA from Continuing Operations as an indicator of the cash-generating performance of the operations of the Company. Management uses Adjusted EBITDA and Adjusted Pre-tax Earnings from Continuing Operations to assess the performance of its operating results among periods. EBITDA and Adjusted EBITDA from Continuing Operations, and Adjusted Pre-tax Earnings 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.








AIR TRANSPORT SERVICES GROUP, INC. AND SUBSIDIARIES
IN-SERVICE AIRCRAFT FLEET

Aircraft Types
 
 
December 31,
 
September 30,
 
December 31,
 
 
2012
 
2013
 
2013 Projected
 
 
 
 
 
 
Operating
 
 
 
 
 
Operating
 
 
 
 
 
Operating
 
 
Total
 
Owned
 
Lease
 
Total
 
Owned
 
Lease
 
Total
 
Owned
 
Lease
B767-200
 
40
 
36
 
4
 
40
 
36
 
4
 
40
 
36
 
4
B767-300
 
7
 
5
 
2
 
7
 
5
 
2
 
9
 
7
 
2
B757-200
 
3
 
3
 
 
4
 
4
 
 
4
 
4
 
B757 Combi
 
 
 
 
3
 
3
 
 
4
 
4
 
DC-8 Combi
 
4
 
4
 
 
2
 
2
 
 
 
 
Total Aircraft In-Service
 
54
 
48
 
6
 
56
 
50
 
6
 
57
 
51
 
6
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Owned Aircraft In Serviceable Condition

 
 
December 31,
 
September 30,
 
December 31,
 
 
2012
 
2013
 
2013 Projected
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
ATSG airlines
 
 
 
28
 
 
 
 
 
30
 
 
 
 
 
30-31
 
 
External customers
 
 
 
20
 
 
 
 
 
20
 
 
 
 
 
20-21
 
 
 
 
 
 
48
 
 
 
 
 
50