Investor Update
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 July 22, 2021 (Date of earliest event reported) ALASKA AIR GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 1-8957 91-1292054 (Commission File Number) (IRS Employer Identification No.) 19300 International Boulevard Seattle Washington 98188 (Address of Principal Executive Offices) (Zip Code) (206) 392-5040 (Registrant's Telephone Number, Including Area Code) (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Ticker Symbol Name of each exchange on which registered Common stock, $0.01 par value ALK New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). ☐ Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ This document is also available on our website at http://investor.alaskaair.com. ITEM 2.02. Results of Operations And Financial Condition On July 22, 2021, Alaska Air Group, Inc. (Air Group) issued a press release reporting financial results for the second quarter of 2021. The press release is furnished herein as Exhibit 99.1. ITEM 7.01. Regulation FD Disclosure Pursuant to 17 CFR Part 243 (Regulation FD), the Company is submitting information relating to its financial and operational outlook in an investor update. The investor update is furnished herein as Exhibit 99.2. In accordance with General Instruction B.2 of Form 8-K, the information under this item and Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. This report will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD. ITEM 9.01 Financial Statements and Other Exhibits Exhibit 99.1 Second Quarter 2021 Earnings Press Release dated July 22, 2021 Exhibit 99.2 Investor Update dated July 22, 2021 104 Cover Page Interactive Data File - embedded within the Inline XBRL Document Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ALASKA AIR GROUP, INC. Registrant Date: July 22, 2021 /s/ CHRISTOPHER M. BERRY Christopher M. Berry Vice President Finance and Controller Exhibit 99.1 July 22, 2021 Media contact: Investor/analyst contact: Media Relations Emily Halverson (206) 304-0008 Managing Director, Investor Relations (206) 392-5908 Alaska Air Group reports second quarter 2021 results Financial Results: • Reported net income for the second quarter of 2021 under Generally Accepted Accounting Principles (GAAP) of $397 million, or $3.15 per share, compared to a net loss of $214 million, or $1.74 per share in the second quarter of 2020. • Reported a net loss for the second quarter of 2021, excluding CARES Act Payroll Support Program (PSP) wage offsets, special items and mark-to- market fuel hedge accounting adjustments, of $38 million, or $0.30 per share, compared to an adjusted net loss of $439 million or $3.57 per share, in the second quarter of 2020. • Reported a debt-to-capitalization ratio, including short-term borrowings related to COVID-19, of 56%. • Held $4.0 billion in unrestricted cash and marketable securities as of June 30, 2021. • Generated $840 million in operating cash flow in the second quarter, inclusive of $489 million of PSP funding, bolstered by improved advance bookings on a surge in demand for air travel. Excluding PSP funding, quarterly operating cash flows improved over $580 million from the first quarter of 2021. Operational Updates: • Announced plans to grow our mainline and regional fleets, exercising options for 13 Boeing 737-9 MAX with deliveries in 2023 and 2024, and nine E175 to be operated by Horizon Air with deliveries in 2022 and 2023. In addition, expanded our long-term capacity agreement with SkyWest Airlines by eight aircraft to be delivered in 2022. • Announced new service to Central America with new routes to Belize from Seattle and Los Angeles, with service slated to begin in November 2021. • Issued recall notices to all pilots on incentive lines for return to work by October 2021. • Continued our history of providing meaningful incentive programs to our employees with $67 million in cash bonuses earned to date. • Announced seven new domestic routes aimed at providing our West Coast guests more options to sun-filled destinations, including three new routes serving Boise, Idaho. Liquidity Updates: • Received $664 million through a combination of grants and loans from the U.S. Treasury under an extension of the PSP. • Repaid approximately $570 million in debt, including the full $135 million loan from the U.S. Treasury made available under the CARES Act and the $363 million outstanding balance on two credit facilities. 1 Sustainability Updates: • Announced five-part pathway to achieve a net zero carbon footprint by 2040, putting the airline on track to meet the annual carbon intensity target that is part of its performance-based pay program for all employees. • First airline to implement network optimization software, Flyways, using artificial intelligence and machine learning to optimize air traffic and enable more fuel-efficient flight paths for aggregate savings of fuel, carbon emissions and time. • Partnered with Boeing to launch a 737-9 ecoDemonstrator to test advanced technologies that can enhance the safety and sustainability of air travel. The aircraft will conduct five months of flight tests across the U.S. • Revealed "Our Commitment" aircraft in partnership with long-time partner UNCF, a symbol of the airline's commitments to increase diverse representation in our leadership, advance education as a critical component of equity, and to make Alaska Airlines a place where everyone feels they belong. 2 SEATTLE - Alaska Air Group Inc. today reported second quarter 2021 GAAP net income of $397 million, or $3.15 per share, compared to a net loss of $214 million, or $1.74 per share in the second quarter of 2020. Excluding the impact of payroll support program wage offsets, special items and mark-to-market fuel hedge adjustments, the company reported an adjusted net loss of $38 million, or $0.30 per diluted share, compared to an adjusted net loss of $439 million, or $3.57 per diluted share in 2020. "As we put the worst of last year's downturn behind us, Alaska is back on the path to profitability," said CEO Ben Minicucci. "We are executing our plan, rebuilding our network, leveraging our capacity to meet growing demand, and delivering exceptional service and value to our guests. I'm incredibly proud and grateful for how hard our employees are working and how they show up for each other and our guests every day with focus on safety, operational excellence and care." The following table reconciles the company's reported GAAP net income (loss) per share (EPS) for the three and six months ended June 30, 2021 and 2020 to adjusted amounts. Three Months Ended June 30, 2021 2020 (in millions, except per-share amounts) Dollars Diluted EPS Dollars Diluted EPS GAAP net income (loss) per share $ 397 $ 3.15 $ (214) $ (1.74) Payroll support program wage offset (503) (3.99) (362) (2.94) Mark-to-market fuel hedge adjustments (46) (0.37) (6) (0.05) Special items - impairment charges and other (4) (0.03) 69 0.56 Special items - restructuring charges (23) (0.18) — — Special items - merger-related costs — — 1 0.01 Income tax effect of reconciling items above 141 1.12 73 0.59 Non-GAAP adjusted net loss per share $ (38) $ (0.30) $ (439) $ (3.57) Six Months Ended June 30, 2021 2020 (in millions, except per-share amounts) Dollars Diluted EPS Dollars Diluted EPS GAAP net income (loss) per share $ 266 $ 2.12 $ (446) $ (3.62) Payroll support program wage offset (914) (7.27) (362) (2.94) Mark-to-market fuel hedge adjustments (68) (0.54) 3 0.02 Special items - impairment charges and other 14 0.11 229 1.86 Special items - restructuring charges (12) (0.10) — — Special items - merger-related costs — — 4 0.03 Income tax effect of reconciling items above 240 1.91 31 0.25 Non-GAAP adjusted net loss per share $ (474) $ (3.77) $ (541) $ (4.40) Statistical data, as well as a reconciliation of the reported non-GAAP financial measures, can be found in the accompanying tables.