Atlas Air Worldwide Holdings, Inc. Files 2004 Form 10-K Annual Report.PURCHASE, N.Y. -- Atlas Air Atlas Air is an American cargo airline based in Purchase, New York, United States. It operates scheduled freight flights on an ACMI contract basis for some of the world's leading airlines, flying to 101 cities in 46 countries. Worldwide Holdings, Inc. (AAWW AAWW Asian American Writers' Workshop AAWW Alpaca Association of Western Washington AAWW Anti-Air Warfare Warship ) (OTC OTC See: Over-the-counter. OTC See over-the-counter market (OTC). : AAWWV.PK), a leading provider of global air cargo air cargo: see aviation. services, has filed its Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. Annual Report for 2004 with the Securities and Exchange Commission. "The annual report that we filed with the SEC today," said Jeffrey H. Erickson Erickson can refer to several persons:
"Our results in the fourth quarter of 2004 demonstrate our ability to grow the Company and strengthen our position in the air cargo industry. "We will continue to optimize optimize - optimisation capacity allocations among our air cargo service types, focus on cost controls and productivity enhancements, and implement a strategic fleet renewal program. This will position us to capitalize on Cap´i`tal`ize on` v. t. 1. To turn (an opportunity) to one's advantage; to take advantage of (a situation); to profit from; as, to capitalize on an opponent's mistakes s>. the favorable fa·vor·a·ble adj. 1. Advantageous; helpful: favorable winds. 2. Encouraging; propitious: a favorable diagnosis. 3. supply-demand characteristics in the air cargo market."
SELECTED 2004 FINANCIAL INFORMATION
----------------------------- -------------------
Predecessor Successor
----------------------------- -------------------
For the For the
Period Period
July 1, July 28,
2004 2004
Through Through
First Second July 27, Sept. 30, Fourth
2004 Quarter Quarter 2004 2004 Quarter
--------- --------- --------- --------- ---------
Total Operating
Revenues $297,454 $338,308 $99,605 $250,571 $428,723
--------- --------- --------- --------- ---------
Operating Income
(Loss) (21,862) 8,204 (9,041) 4,506 62,469
--------- --------- --------- --------- ---------
Net Income (Loss) $(58,580) $(51,428) $138,254 $(4,352) $27,062
========= ========= ========= ========= =========
Income (Loss) Per
Share:
Basic $(1.53) $(1.34) $3.60 $(0.22) $1.34
========= ========= ========= ========= =========
Diluted $(1.53) $(1.34) $3.60 $(0.22) $1.32
========= ========= ========= ========= =========
Results for the periods following AAWW's emergence from Chapter 11 bankruptcy proceedings bankruptcy proceedings n. the bankruptcy procedure is: a) filing a petition (voluntary or involuntary) to declare a debtor person or business bankrupt, or, under Chapter 11 or 13, to allow reorganization or refinancing under a plan to meet the debts of the party on July July: see month. 27, 2004 reflect the provisions of fresh-start accounting, which became effective on that date. Readers of the AAWW's financial statements are cautioned that the Company's reported historical financial statements for periods prior to July 28, 2004 are not comparable with those for periods after July 27, 2004. AAWW's Form 10-K Annual Report for 2004 may be accessed by clicking on the link to "SEC Filings" in the "Investor Relations Investor relations The process by which the corporation communicates with its investors. " section of the Company's Web site at www.atlasair.com. AAWW expects to file its Form 10-Q Form 10-Q See 10-Q. Quarterly Reports for the periods ending March 31, June June: see month. 30, and September September: see month. 30, 2004 with the SEC during the week of July 5, 2005. About Atlas Air Worldwide Holdings, Inc.: AAWW is the parent company of Atlas Air, Inc. (Atlas Atlas, in Greek mythology Atlas (ăt`ləs), in Greek mythology, a Titan; son of Iapetus and Clymene and the brother of Prometheus. ) and Polar Air Cargo Polar Air Cargo is an American cargo airline based in Purchase, New York, USA. It operates scheduled all-cargo services to Asia, Europe, Australia, New Zealand and the Americas. Its main base is John F. , Inc. (Polar), which together operate the world's largest fleet of Boeing (language) BOEING - An early system on the IBM 1130. [Listed in CACM 2(5):16, May 1959]. 747 freighter aircraft. Atlas is the world's leading provider of ACMI ACMI Aircraft, Crew, Maintenance and Insurance (wet lease) ACMI Art & Creative Materials Institute ACMI Air Combat Maneuvering Instrumentation ACMI American College of Medical Informatics ACMI Australian Center for the Moving Image (aircraft, crew, maintenance and insurance) freighter aircraft to major airlines around the globe. Polar is among the world's leading providers of airport-to-airport freight The price or compensation paid for the transportation of goods by a carrier. Freight is also applied to the goods transported by such carriers. The liability of a carrier for freight damaged, lost, or destroyed during shipment is determined by contract, statute, or carriage carriage, wheeled vehicle, in modern usage restricted to passenger vehicles that are drawn or pushed, especially by animals. Carriages date from the Bronze Age; early forms included the two-wheeled cart and four-wheeled wagon for transporting goods. . Polar operates a global, scheduled-service network and serves major trade lanes of the world. Through both of its principal subsidiaries, AAWW also provides commercial and military charter services. AAWW's press releases, SEC filings and other information can be accessed through the Company's home page, www.atlasair.com. This release contains "forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. " within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995 that reflect AAWW's current views with respect to certain current and future events and financial performance. Such forward-looking statements are and will be, as the case may be, subject to many risks, uncertainties and factors relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the operations and business environments of AAWW and its subsidiaries (collectively, the "companies") that may cause the actual results of the companies to be materially different from any future results, express or implied Inferred from circumstances; known indirectly. In its legal application, the term implied is used in contrast with express, where the intention regarding the subject matter is explicitly and directly indicated. , in such forward-looking statements. Factors that could cause actual results to differ materially from these forward-looking statements include, but are not limited to, the following: the ability of the companies to operate pursuant to the terms of their financing facilities; the ability of the companies to obtain and maintain normal terms with vendors and service providers; the companies' ability to maintain contracts that are critical to their operations; the ability of the companies to fund and execute To run a program, which causes the computer to carry out its instructions. See executable code, instruction and EXE file. execute - execution their business plan; the ability of the companies to attract, motivate and/or and/or conj. Used to indicate that either or both of the items connected by it are involved. Usage Note: And/or is widely used in legal and business writing. retain key executives and associates; the ability of the companies to attract and retain customers; the continued availability of our widebody aircraft; demand for cargo services in the markets in which the companies operate; economic conditions; the effects of any hostilities hos·til·i·ty n. pl. hos·til·i·ties 1. The state of being hostile; antagonism or enmity. See Synonyms at enmity. 2. a. A hostile act. b. hostilities Acts of war; overt warfare. or act of war (in the Middle East or elsewhere) or any terrorist attack; labor costs and relations; financing costs; the cost and availability of war risk insurance; our ability to remedy The manner in which a right is enforced or satisfied by a court when some harm or injury, recognized by society as a wrongful act, is inflicted upon an individual. The law of remedies is concerned with the character and extent of relief to which an individual who has brought weaknesses in our internal controls over financial reporting; aviation fuel costs; security-related costs; competitive pressures on pricing (especially from lower-cost competitors COMPETITORS, French law. Persons who compete or aspire to the same office, rank or employment. As an English word in common use, it has a much wider application. Ferriere, Dict. de Dr. h.t. ); volatility Volatility 1. A statistical measure of the tendency of a market or security to rise or fall sharply within a period of time. 2. A variable in option pricing formulas that denotes the extent to which the return of the underlying asset will fluctuate between now and the in the international currency markets; weather conditions; government legislation and regulation; consumer perceptions of the companies' products and services; pending and future litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute. When a person begins a civil lawsuit, the person enters into a process called litigation. ; the market acceptance of AAWW's new common stock; and other risks and uncertainties set forth from time to time in AAWW's reports to the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. Securities and Exchange Commission. Other factors and assumptions not identified above are also involved in the preparation of forward-looking statements, and the failure of such other factors and assumptions to be realized may also cause actual results to differ materially from those discussed. AAWW assumes no obligation to update such statements contained in this release to reflect actual results, changes in assumptions or changes in other factors affecting such estimates other than as required by law.
Atlas Air Worldwide Holdings, Inc.
Consolidated Statements of Operations
(in thousands, except per share data)
Successor Predecessor
----------- --------------------
For the For the
Period Period
July 28, Jan 1,
2004 2004 For the
through through Year Ended
December July 27, December
31, 2004 2004 31, 2003
----------- --------- ----------
Operating Revenues
Scheduled service $296,823 $343,605 $524,018
ACMI lease contracts 182,322 194,332 305,475
AMC charter 126,235 156,260 430,287
Charter service 53,325 15,812 86,592
Other revenue 20,589 25,358 37,279
----------- --------- ----------
Total operating revenues 679,294 735,367 1,383,651
----------- --------- ----------
Operating Expenses
Aircraft fuel 176,009 175,103 326,022
Salaries, wages & benefits 91,463 120,609 194,390
Maintenance, materials and repairs 102,682 133,336 197,629
Aircraft rent 60,151 81,886 183,329
Ground handling 40,815 53,558 86,612
Landing fees and other rent 37,960 53,039 91,995
Depreciation and amortization 25,457 33,510 60,138
Travel 25,741 29,549 59,223
Pre-petition and post-emergence
costs and related professional fees 4,106 11,545 44,382
Other 47,935 65,931 145,860
----------- --------- ----------
Total operating expenses 612,319 758,066 1,389,580
----------- --------- ----------
Operating income (loss) 66,975 (22,699) (5,929)
Non-operating Expenses
Interest income (917) (572) (3,724)
Interest expense (excluding post-
petition contractual interest of
$20,956 for the period January 31,
2004 through July 27, 2004) 30,582 50,222 97,328
Other, net (3,504) 1,434 1,457
Reorganization items, net - (112,513) -
----------- --------- ----------
Total non-operating expenses
(income) 26,161 (61,429) 95,061
----------- --------- ----------
Income (loss) before income taxes 40,814 38,730 (100,990)
Income taxes 18,104 10,484 -
----------- --------- ----------
Net income (loss) $22,710 $28,246 $(100,990)
=========== ========= ==========
Income (loss) per share:
Basic $1.12 $0.74 $(2.63)
=========== ========= ==========
Diluted $1.11 $0.74 $(2.63)
=========== ========= ==========
Weighted average shares:
Basic 20,210 38,378 38,360
Diluted 20,526 38,378 38,360
Atlas Air Worldwide Holdings, Inc.
Consolidated Balance Sheets
(in thousands, except share data)
Successor Predecessor
----------- -----------
As of December 31, 2004 2003
------------------ ----------- -----------
Assets
Current Assets
Cash and cash equivalents $133,917 $93,297
Restricted funds held in trust 20,889 -
Accounts receivable, net of allowance of
$11,252 and $24,304, respectively 141,012 159,393
Prepaid maintenance 71,363 86,876
Deferred taxes 11,339 8,508
Prepaid expenses and other current assets,
net of accumulated amortization of zero and
$28,689, respectively 16,703 41,274
----------- -----------
Total current assets 395,223 389,348
Other Assets
Property and equipment, net 609,754 795,094
Deposits and other assets 33,779 59,760
Lease contracts and intangible assets, net 103,440 42,238
Prepaid aircraft rent - 114,167
----------- -----------
Total Assets $1,142,196 $1,400,607
=========== ===========
Liabilities and Stockholders' Equity (Deficit)
Current Liabilities
Accounts payable $18,024 $35,530
Accrued liabilities 169,024 176,817
Current portion of long-term debt 36,084 964,557
----------- -----------
Total current liabilities 223,132 1,176,904
----------- -----------
Other Liabilities
Long-term debt 602,985 -
Deferred gains, net - 170,363
Accrued maintenance - 62,119
Deferred tax liability 28,258 8,508
Other liabilities 9,859 10,995
----------- -----------
Total other liabilities 641,102 251,985
----------- -----------
Commitments and Contingencies
Stockholders' Equity (Deficit)
Preferred stock, $1 par value; 10,000,000
shares authorized; no shares issued - -
New Common stock, $0.01 par value; 50,000,000
shares authorized; 3,607,934 shares issued
and outstanding 36 -
Old Common Stock, $0.01 par value; 50,000,000
shares authorized; 38,377,504 shares issued
and outstanding - 384
Treasury stock, at cost; zero and 1,050
shares, respectively - (4)
Additional paid-in-capital 48,337 306,303
Common stock to be issued to creditors 216,069 -
Deferred compensation (9,190) -
Retained earnings (accumulated deficit) 22,710 (334,965)
----------- -----------
Total Stockholders' Equity (Deficit) 277,962 (28,282)
----------- -----------
Total Liabilities and Stockholders' Equity
(Deficit) $1,142,196 $1,400,607
=========== ===========
Atlas Air Worldwide Holdings, Inc.
Consolidated Statements of Cash Flows
(in thousands)
Successor Predecessor
--------- -------------------
For the For the
Period Period
July 28, January For the
2004 1, 2004 Year
through through ended
December July 27, December
31, 2004 2004 31, 2003
------------------------------------------------------------ ---------
Cash Flows from Operating Activities:
Net income (loss) $22,710 $28,246 $(100,990)
Adjustments to reconcile net income
(loss) to net cash provided (used) by
operating activities:
Reorganization items, net - (156,722) -
Depreciation and amortization 25,457 33,510 60,138
Accretion of debt discount 6,948 - -
Amortization of operating lease
discount 764 - -
Provision for doubtful accounts 3,409 (2,329) 19,931
Amortization of debt issuance cost and
lease financing deferred gains - 2,862 (17,574)
Recognition of compensation from
restricted stock units 1,536 - 410
Other, net 44 239 2,231
Changes in operating assets and
liabilities:
Accounts receivable (22,345) 36,794 45,705
Prepaids and other current assets 6,149 17,318 (35,228)
Deposits and other assets (49) 9,351 (21,919)
Accounts payable and accrued
liabilities (16,179) 100,148 (26,198)
--------- -------------------
Net cash provided (used) by operating
activities 28,557 69,417 (73,494)
--------- -------------------
Cash Flows from Investing Activities:
Capital expenditures, net (11,755) (16,441) (8,495)
Proceeds from sale of property and
equipment - - 10,000
Decrease (increase) in restricted funds
held in trust 19,388 (40,153) -
Maturity of investments - - 31,004
--------- -------------------
Net cash (used) provided by investing
activities 7,633 (56,594) 32,509
--------- -------------------
Cash Flows from Financing Activities:
Proceeds from loan - 18,000 -
Proceeds from sale of subscription
shares - 20,153 -
Issuance of common stock - - 240
Purchase of treasury stock - - (217)
Payment of debt issuance costs (1,256) (2,640) -
Payment on debt (11,226) (31,404) (88,133)
--------- -------------------
Net cash used by financing activities (12,482) 4,109 (88,110)
--------- -------------------
Net increase (decrease) in cash 23,688 16,932 (129,095)
Cash and cash equivalents at the
beginning of period 110,229 93,297 222,392
--------- -------------------
Cash and cash equivalents at end of
period $133,917 $110,229 $93,297
========= ===================
Operating Statistics - 2004
The table below sets forth selected operating data for the three-month
periods ended March 31, June 30, September 30, and December 31, 2004
and for the full year 2004.
For the For the For the For the For the
Three Three Three Three 12
Months Months Months Months Months
Ended Ended Ended Ended Ended
OPERATING March 31, June 30, Sept. 30, Dec. 31, Dec. 31,
STATISTICS(1) 2004 2004 2004 2004 2004
----------------------------------------------------------------------
Block Hours
Scheduled Service 13,910 14,374 13,765 13,063 55,111
AMC 4,537 6,237 6,198 5,404 22,376
ACMI 15,712 15,742 17,066 21,823 70,343
Commercial Charter 609 659 891 2,815 4,973
Non Revenue 301 290 328 257 1,176
------ ------ ------ ------ -------
Total Block Hours 35,069 37,302 38,248 43,362 153,979
====== ====== ====== ====== =======
Scheduled Service
Traffic
RTM's (000's) 489,735 529,934 522,203 480,032 2,021,903
ATM's (000's) 815,225 846,374 808,220 753,123 3,222,942
Load Factor 60.07% 62.61% 64.61% 63.74% 62.73%
Operating Fleet
(average during the
period)
Aircraft count 38.9 36.7 36.7 38.7 37.7
Dry leased(2) 4.0 4.0 4.0 4.0 4.0
Out of service(2) 6.2 4.0 2.8 0.3 3.3
(1) Totals may not add due to rounding.
(2) Dry leased and out-of-service aircraft are not included in the
operating fleet aircraft count average.
Operating Statistics - 2003
The table below sets forth selected operating data for the three-month
periods ended March 31, June 30, September 30, and December 31, 2003
and for the full year 2003.
For the For the For the For the For the
Three Three Three Three 12
Months Months Months Months Months
Ended Ended Ended Ended Ended
OPERATING March 31, June 30, Sept. 30, Dec. 31, Dec. 31,
STATISTICS(1) 2003 2003 2003 2003 2003
----------------------------------------------------------------------
Block Hours
Scheduled Service 10,847 12,433 14,058 16,880 54,217
AMC 11,337 9,832 8,220 5,571 34,959
ACMI 12,755 13,217 13,858 18,706 58,536
Commercial Charter 1,915 1,287 1,264 3,491 7,956
Non Revenue / Other 1,899 501 253 365 3,020
------ ------ ------ ------ -------
Total Block Hours 38,753 37,270 37,653 45,013 158,688
====== ====== ====== ====== =======
Scheduled Service
Traffic
RTM's (000's) 382,260 425,540 468,323 567,759 1,843,881
ATM's (000's) 645,921 749,000 850,349 1,007,967 3,253,236
Load Factor 59.18% 56.81% 55.07% 56.33% 56.68%
Operating Fleet
(average during the
period)
Aircraft count 44.4 44.8 45.7 45.0 45.0
Dry leased(2) 4.3 3.3 3.3 4.0 3.7
Out of service(2) 2.5 4.5 3.0 3.0 3.3
(1) Totals may not add due to rounding.
(2) Dry leased and out-of-service aircraft are not included in the
operating fleet aircraft count average.
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