ATLAS AIR WORLDWIDE HOLDINGS, INC. The following discussion and analysis should be read in conjunction with our Financial Statements appearing in this report and our audited consolidated financial statements and related notes included in our 2020 Annual Report on Form 10-K. Background Certain Terms - Glossary
The following represents terms and statistics specific to our business and industry. They are used by management to evaluate and measure operations, results, productivity and efficiency.
Block Hour The time interval between when an aircraft departs the terminal
until it arrives at the destination terminal.
C Check "Heavy" airframe maintenance checks, which are more intensive in
scope than Line Maintenance and are generally performed between
18 and 24 months depending on aircraft type.
D Check "Heavy" airframe maintenance checks, which are the most extensive
in scope and are generally performed every six and eight years
depending on aircraft type.
Heavy Maintenance Scheduled maintenance activities that are extensive in scope and
are primarily based on time or usage intervals, which include,
but are not limited to, C Checks, D Checks and engine
overhauls. In addition, unscheduled engine repairs involving the
removal of the engine from the aircraft are considered to be
Heavy Maintenance.
Line Maintenance Maintenance events occurring during normal day-to-day operations.
Non-heavy Discrete maintenance activities for the overhaul and repair of
Maintenance specific aircraft components, including landing gear, auxiliary
power units and engine thrust reversers.
Utilization The average number of Block Hours operated per day per aircraft.
Yield The average amount a customer pays to fly one tonne of cargo one
mile.
Business Overview
We are a leading global provider of outsourced aircraft and aviation operating
services. We operate the world's largest fleet of 747 freighters and provide
customers a broad array of 747, 777, 767 and 737 aircraft for domestic, regional
and international cargo and passenger operations. We provide unique value to our
customers by giving them access to highly reliable new production freighters
that deliver the lowest unit cost in the marketplace combined with outsourced
aircraft operating services that we believe lead the industry in terms of
quality and global scale. We provide global services with operations in Africa ,
Asia , Australia , Europe , the Middle East , North America and South America .
During the first quarter of 2021, we changed our operating and reportable segments, reflecting changes in our business (see Note 11 to our Financial Statements). Our primary service offerings are provided through two operating segments:
Airline Operations. Our Airline Operations segment provides outsourced aircraft operating services to customers including express delivery providers, e-commerce retailers, theU.S. military, charter brokers, freight forwarders, airlines, manufacturers, sports teams and fans, and private charter customers. We generally provide these services through aircraft operating service agreements, including those through which we provide aircraft to customers and value-added services, including crew, maintenance and insurance ("ACMI"), crew, maintenance and insurance, but not the aircraft ("CMI") and cargo and passenger charter services ("Charter").Dry Leasing . OurDry Leasing business provides cargo and passenger aircraft and engine leasing solutions. The customer operates, and is responsible for insuring and maintaining, the flight equipment.
We look to achieve our growth plans and enhance shareholder value by:
• Delivering superior service quality to our valued customers;
• Focusing on securing long-term customer contracts;
• Managing our fleet with a focus on leading-edge aircraft;
• Leveraging our flexible business model to maximize utilization;
• Driving significant and ongoing productivity improvements;
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• Selectively pursuing and evaluating future acquisitions and alliances; while
• Appropriately managing capital allocation and delivering value to
shareholders.
See "Business Overview" and "Business Strategy" in our 2020 Annual Report on Form 10-K for additional information.
Business Developments
InDecember 2019 , COVID-19 was first reported inChina and has since spread to many other regions of the world. InMarch 2020 , it was determined to be a global pandemic by theWorld Health Organization . Since this public health crisis began, it has disrupted global manufacturing, supply chains, passenger travel and consumer spending, resulting in a reduction in flights by some of our ACMI customers and lower AMC passenger flying as the military has taken precautionary measures to limit the movement of personnel. Our Airline Operations results for the first quarter of 2021, compared with 2020, were significantly impacted by the reduction of available cargo capacity in the market provided by passenger airlines and the disruption of global supply chains due to the COVID-19 pandemic, resulting in significantly higher commercial charter cargo Yields, net of fuel. Due to this strong demand in 2020, we reactivated four 747-400BCF aircraft that had been temporarily parked and began Charter operations using a 777-200 freighter aircraft that was previously in ourDry Leasing business. During 2020 and the first quarter of 2021, we entered into numerous long-term Charter programs with customers seeking to secure committed cargo capacity. These long-term Charter programs provide us with guaranteed revenue and include indexed fuel price adjustments to mitigate our exposure to fuel price volatility. Given the dynamic nature of this pandemic, the duration of business disruption, the extent of customer cancellations and the related financial impact cannot be reasonably estimated at this time. We have incurred and expect to incur significant additional costs, including premium pay for pilots operating in certain areas significantly impacted by COVID-19; other operational costs, including costs for continuing to provide a safe working environment for our employees; and higher crew costs related to increased pay rates we provided to our pilots inMay 2020 . In addition, the availability of hotels and restaurants; evolving COVID-19-related travel restrictions and health screenings; and cancellations of passenger flights by other airlines globally or airport closures have impacted and could further impact our ability to position employees to operate our aircraft. In response to these challenging times, we have: • implemented frequent deep cleaning of all aircraft and facilities; • provided safety kits for each crewmember and all aircraft;
• adjusted routes to limit exposure to regions significantly impacted by the
COVID-19 pandemic;
• implemented significant workforce testing, social distancing and
protection measures at all of our facilities;
• made COVID-19 vaccinations available to employees;
• arranged for employees
conditions;
• reduced nonessential employee travel;
• reduced the use of contractors;
• implemented a number of other cost reduction initiatives;
• entered into a Payroll Support Program Agreement with the
• deferred payment of the employer portion of social security taxes as
provided for under the CARES Act through the end of 2020, half of which
will be paid by the end of 2021 and the other half will be paid by the end
of 2022.
The continuation or worsening of the aforementioned and other factors could materially affect our results for the duration of the COVID-19 pandemic.
OnFebruary 15, 2021 , the Company and IBT completed the contractually mandated nine-month period for negotiations for a joint CBA. All remaining open issues not resolved in negotiations are subject to binding interest arbitration, which occurred in lateMarch 2021 . We expect the decision to be issued during the second half of 2021 and that labor costs arising from the new JCBA will be materially greater than the costs under our current CBAs with Atlas pilots andSouthern Air pilots (see Note 12 to our Financial Statements for further discussion). We continually assess our aircraft requirements and will make adjustments to our capacity as necessary. Some of these actions may involve grounding or disposing of aircraft or engines, which could result in asset impairments or other charges in future periods.
Airline Operations results for the first quarter of 2021, compared with 2020, were also impacted by increased flying from the following:
• In
• In
operation of 737-800 freighter aircraft. A sixth and seventh 737-800
freighter aircraft entered service in September 2020 , and an eighth
aircraft entered service
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inOctober 2020 . We are focused on the further enhancement of all our services and have the flexibility to expand our fleet in response to market conditions. InJanuary 2021 , we signed an agreement with Boeing for the purchase of four new 747-8F aircraft. The aircraft are expected to be delivered fromMay 2022 throughOctober 2022 .
Results of Operations
The following discussion should be read in conjunction with our Financial Statements and other financial information appearing and referred to elsewhere in this report.
Three Months Ended
Operating Statistics
The following tables compare our Segment Operating Fleet (average aircraft
equivalents during the period) for the three months ended
Segment Operating Fleet 2021 2020 Inc/(Dec) Airline Operations* 747-8F Cargo 10.0 10.0 - 747-400 Cargo 33.6 31.2 2.4 747-400 Dreamlifter 1.2 3.6 (2.4 ) 747-400 Passenger 4.9 5.0 (0.1 ) 777-200 Cargo 9.0 8.0 1.0 767-300 Cargo 24.0 24.0 - 767-300 Passenger 5.0 4.8 0.2 767-200 Cargo 5.6 9.0 (3.4 ) 767-200 Passenger 0.6 1.0 (0.4 ) 737-800 Cargo 8.0 5.0 3.0 737-400 Cargo - 5.0 (5.0 ) Total 101.9 106.6 (4.7 ) Dry Leasing 777-200 Cargo 7.0 7.0 - 767-300 Cargo 21.0 21.0 - 757-200 Cargo - 0.5 (0.5 ) 737-300 Cargo 1.0 1.0 - 737-800 Passenger - 0.6 (0.6 ) Total 29.0 30.1 (1.1 )
Less: Aircraft Dry Leased to CMI customers (21.0 ) (21.0 )
-
Total Operating Average Aircraft Equivalents 109.9 115.7
(5.8 ) Out-of-service** - 5.4 (5.4 )
* Airline Operations average fleet excludes spare aircraft provided by CMI
customers.
** Out-of-service includes aircraft that are temporarily parked.
Block Hours 2021 2020 Inc/(Dec) % Change
Total Block Hours*** 88,523 73,247 15,276 20.9 %
*** Includes Airline Operations and other
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--------------------------------------------------------------------------------Operating Revenue The following table compares our Operating Revenue for the three months endedMarch 31 (in thousands): 2021 2020 Inc/(Dec) % Change Operating Revenue Airline Operations$ 826,240 $ 606,373 $ 219,867 36.3 % Dry Leasing 40,364 41,926 (1,562 ) (3.7 )% Customer incentive asset amortization (10,481 ) (9,022 ) 1,459 16.2 % Other 5,177 4,225 952 22.5 % Total Operating Revenue$ 861,300 $ 643,502 Airline Operations 2021 2020 Inc/(Dec) % Change Block Hours Cargo 83,110 67,838 15,272 22.5 % Passenger 3,648 4,806 (1,158 ) (24.1 )% Total Airline Operations 86,758 72,644 14,114 19.4 % Revenue Per Block Hour Airline Operations$ 9,524 $ 8,347 $ 1,177 14.1 % Cargo$ 9,127 $ 7,594 $ 1,533 20.2 % Passenger$ 18,563 $ 18,973 $ (410 ) (2.2 )% Airline Operations revenue increased$219.9 million , or 36.3%, primarily due to increased flying and an increase in Revenue per Block Hour. The increase inBlock Hours flown was primarily driven by increased demand for our commercial cargo Charter and CMI services reflecting higher airfreight volumes and a reduction of available cargo capacity provided by passenger airlines in the market, the disruption of global supply chains due to the COVID-19 pandemic and our ability to increase aircraft utilization. Due to this strong demand, we reactivated four 747-400BCF aircraft throughout 2020 that had been temporarily parked and began using a 777-200 freighter aircraft that was previously in ourDry Leasing business. Partially offsetting these improvements was lower AMC passenger Charter flying as theU.S. military has taken precautionary measures to limit the movement of military personnel. Revenue per Block Hour rose primarily due to an increased proportion of higher-yielding commercial cargo Charter flying driven by the factors impacting commercial cargo Charter demand noted above, partially offset by lower fuel costs and an increase in CMI flying.Dry Leasing
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--------------------------------------------------------------------------------Operating Expenses
The following table compares our Operating Expenses for the three months endedMarch 31 (in thousands): 2021 2020 Inc/(Dec) % Change Operating Expenses Salaries, wages and benefits$ 202,614 $ 147,744 $ 54,870 37.1 % Aircraft fuel 163,551 108,318 55,233 51.0 % Maintenance, materials and repairs 121,133 94,152 26,981 28.7 % Depreciation and amortization 67,789 57,584 10,205 17.7 %
Navigation fees, landing fees and other rent 44,887 31,401
13,486 42.9 %
Passenger and ground handling services 40,065 31,959 8,106 25.4 %
Travel 37,672 42,391 (4,719 ) (11.1 )%
Aircraft rent 20,756 23,967 (3,211 ) (13.4 )%
Loss (gain) on disposal of aircraft 16 (6,717 ) (6,733 ) NM
Transaction-related expenses 201 521 (320 ) (61.4 )%
Other 58,412 51,112 7,300 14.3 %
Total Operating Expenses $ 757,096 $ 582,432 NM represents year-over-year changes that are not meaningful.
Salaries, wages and benefits increased$54.9 million , or 37.1%, primarily due to higher pilot costs related to increased flying, premium pay for pilots operating in certain areas significantly impacted by COVID-19 and increased pay rates we provided to our pilots inMay 2020 . Aircraft fuel increased$55.2 million , or 51.0%, primarily due to higher consumption related to increased flying, partially offset by a decrease in the average fuel cost per gallon. We do not incur fuel expense in providing ACMI and CMI services or in ourDry Leasing business as the cost of fuel is borne by the customer. Average fuel cost per gallon and fuel consumption for the three months endedMarch 31 were: 2021 2020 Inc/(Dec) % Change Average fuel cost per gallon$ 1.71 $ 2.00 $ (0.29 ) (14.5 )% Fuel gallons consumed (000s) 95,586 54,279 41,307 76.1 % Maintenance, materials and repairs increased$27.0 million , or 28.7%, primarily reflecting$19.4 million of increased Line Maintenance expense and$7.6 million of increased Heavy Maintenance expense. Line Maintenance expense increased primarily due to increased flying. Heavy Maintenance expense on 747-8F aircraft increased$6.9 million primarily due to an increase in the number of D Checks. Heavy Maintenance expense on 747-400 aircraft increased$1.2 million primarily due to an increase in the number of engine overhauls and an increase in the number of C Checks, partially offset by a decrease in the number of D Checks. Heavy Maintenance expense on 767 aircraft decreased$1.5 million primarily due to a decrease in the number of C Checks. Heavy airframe maintenance checks and engine overhauls impacting Maintenance, materials and repairs for the three months endedMarch 31 were: Heavy Maintenance Events 2021 2020 Inc/(Dec) 747-400 C Checks 5 4 1 767 C Checks 2 3 (1 ) 747-8F D Checks 2 - 2 747-400 D Checks 1 3 (2 ) CF6-80 engine overhauls 1 1 - PW4000 engine overhauls 1 - 1 Depreciation and amortization increased$10.2 million , or 17.7%, primarily due to an increase in the amortization of deferred maintenance costs related to 747-8F engine overhauls (see Note 2 to our Financial Statements) and an increase in the scrapping of rotable parts related to the increase in the number of engine overhauls.
Navigation fees, landing fees and other rent increased
Passenger and ground handling services increased
Travel decreased
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Aircraft rent decreased
Gain on disposal of aircraft in 2020 represents a net gain of
Other increased$7.3 million , or 14.3%, primarily due to costs for continuing to provide a safe working environment for our employees and costs associated with negotiations and arbitration for a joint CBA (see Note 12 to our Financial Statements).
Non-operating Expenses (Income)
The following table compares our Non-operating Expenses (Income) for the three
months ended
2021 2020 Inc/(Dec) % Change
Non-operating Expenses (Income)
Interest income $ (211 ) $ (480 ) $ (269 ) (56.0 )%
Interest expense 27,180 29,275 (2,095 ) (7.2 )%
Capitalized interest (1,271 ) (193 ) 1,078 NM
Unrealized loss (gain) on financial
instruments 113 (924 ) (1,037 ) (112.2 )%
Other (income) expense, net (39,456 ) 1,206 (40,662 ) NM
Interest expense decreased
Other (income) expense, net increased primarily due to CARES Act grant income of
Income taxes. The effective income tax rates were 23.7% and 27.4% for the three months endedMarch 31, 2021 and 2020, respectively. The rate for the three months endedMarch 31, 2021 differed from theU.S. statutory rate primarily due to state income taxes and certain expenses that are not deductible for tax purposes. The rate for the three months endedMarch 31, 2020 differed from theU.S. statutory rate primarily due to tax expense from the vesting of share-based compensation. Segments The following table compares the Direct Contribution for our reportable segments for the three months endedMarch 31 (see Note 11 to our Financial Statements for the reconciliation to Operating income) (in thousands): 2021 2020 Inc/(Dec) % Change Direct Contribution Airline Operations$ 169,150 $ 103,087 $ 66,063 64.1 % Dry Leasing 10,564 10,698 (134 ) (1.3 )% Total Direct Contribution$ 179,714 $ 113,785 $ 65,929 57.9 %
Unallocated expenses and (income), net
Airline Operations Segment Airline Operations Direct Contribution increased$66.1 million , or 64.1%, primarily due to increased commercial cargo Charter Yields, net of fuel, and an increase in demand for our commercial cargo Charter services reflecting higher airfreight volumes and a reduction of available capacity in the market, the disruption of global supply chains due to the COVID-19 pandemic and our ability to increase aircraft utilization. Direct Contribution also benefited from the operation of four 747-400 freighters reactivated throughout 2020 and a 777-200 freighter aircraft that was previously in ourDry Leasing business. Partially offsetting these improvements were higher pilot costs related to premium pay for pilots operating in certain areas significantly impacted by COVID-19 and increased pay rates we provided to our pilots inMay 2020 , and higher heavy maintenance.
Dry Leasing Segment
Dry Leasing Direct Contribution was relatively unchanged.
Unallocated expenses and (income), net
Unallocated expenses and (income), net decreased
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--------------------------------------------------------------------------------Reconciliation of GAAP to non-GAAP Financial Measures
To supplement our Financial Statements presented in accordance with GAAP, we
present certain non-GAAP financial measures to assist in the evaluation of our
business performance. These non-GAAP financial measures include Adjusted Net
Income, Adjusted Diluted EPS and Adjusted earnings before interest, taxes,
depreciation and amortization ("Adjusted EBITDA"), which exclude certain noncash
income and expenses, and items impacting year-over-year comparisons of our
results. These non-GAAP financial measures may not be comparable to similarly
titled measures used by other companies and should not be considered in
isolation or as a substitute for Net Income and Diluted EPS from continuing
operations, net of taxes which are the most directly comparable measures of
performance prepared in accordance with GAAP.
We use these non-GAAP financial measures in assessing the performance of our
ongoing operations and in planning and forecasting future periods. These
adjusted measures provide a more comparable basis to analyze operating results
and earnings and are measures commonly used by shareholders to measure our
performance. In addition, management's incentive compensation is determined, in
part, by using Adjusted Net Income and Adjusted EBITDA. We believe that these
adjusted measures, when considered together with the corresponding GAAP
financial measures and the reconciliations to those measures, provide meaningful
supplemental information to assist investors and analysts in understanding our
business results and assessing our prospects for future performance.
The following is a reconciliation of Net Income and Diluted EPS to the
corresponding non-GAAP financial measures (see Note 13 to our Financial
Statements for the calculation of Diluted EPS) (in thousands, except per share
data):
For the Three Months Ended
March 31, 2021 March 31, 2020 Percent Change
Net Income $ 89,933 $ 23,353 285.1 %
Impact from:
CARES Act grant income (a) (40,944 ) -
Customer incentive asset amortization 10,481
9,022
Noncash expenses and income, net (b) 4,672
4,386
Unrealized loss (gain) on financial instruments 113 (924 ) Other, net (c) 329 (5,260 ) Income tax effect of reconciling items 7,631 (697 ) Adjusted Net Income $ 72,215$ 29,880 141.7 % Weighted average diluted shares outstanding 29,478 25,966 Adjusted Diluted EPS $ 2.45 $ 1.15 113.0 % For the Three Months Ended March 31, 2021 March 31, 2020 Percent Change Net Income $ 89,933 $ 23,353 285.1 % Interest expense, net 25,698
28,602
Depreciation and amortization 67,789 57,584 Income tax expense 27,916 8,833 EBITDA 211,336 118,372 CARES Act grant income (a) (40,944 ) - Customer incentive asset amortization 10,481
9,022
Unrealized loss (gain) on financial 113 (924 ) instruments Other, net (c) 329 (5,260 ) Adjusted EBITDA$ 181,315 $ 121,210 49.6 % (a) CARES Act grant income in 2021 related to income associated with the Payroll Support Program (see Note 3 to our Financial Statements).
(b) Noncash expenses and income, net in 2021 and 2020 primarily related to
amortization of debt discount on the convertible notes (see Note 8 to our
Financial Statements).
(c) Other, net in 2021 primarily related to costs associated with our
acquisition of
million net gain on the sale of aircraft and costs associated with the
refinancing of debt and our acquisition of Southern Air .
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Liquidity and Capital Resources
The most significant liquidity event during the first quarter of 2021 was as follows:
InMarch 2021 , we borrowed$16.2 million at a fixed interest rate of 0.93% under an unsecured five-year term loan due inJanuary 2026 for GEnx engine performance upgrade kits and overhauls. The term loan is subject to customary fees, covenants and events of default, with principal and interest payable quarterly (see Note 8 to our Financial Statements). Operating Activities. Net cash provided by operating activities was$88.1 million for the first quarter of 2021, which primarily reflected Net Income of$89.9 million , noncash adjustments of$86.2 million for Depreciation and amortization and$27.8 million for Deferred taxes, partially offset by a$89.4 million decrease in Accounts payable, accrued liabilities and other liabilities, a$22.7 million increase in Accounts receivable and a$7.5 million increase in Prepaid expenses, current assets and other assets. Net cash provided by operating activities was$71.8 million for the first quarter of 2020, which primarily reflected Net Income of$23.4 million , noncash adjustments of$74.4 million for Depreciation and amortization and$7.4 million for Deferred taxes and a$16.5 million decrease in Accounts receivable, partially offset by a$40.4 million decrease in Accounts payable, accrued liabilities and other liabilities, and a$5.5 million increase in Prepaid expenses, current assets and other assets. Investing Activities. Net cash used for investing activities was$153.2 million for the first quarter of 2021, consisting primarily of$126.8 million of purchase deposits and payments for flight equipment and modifications and$26.7 million of payments for core capital expenditures, excluding flight equipment. Purchase deposits and payments for flight equipment and modifications during the first quarter of 2021 were primarily related to pre-delivery payments, spare engines and GEnx engine performance upgrade kits. All capital expenditures for 2021 were funded through working capital and the financing discussed above. Net cash provided by investing activities was$10.7 million for the first quarter of 2020, consisting primarily of$44.1 million of proceeds from disposal of aircraft, partially offset by$26.0 million of purchase deposits and payments for flight equipment and modifications and$8.3 million of payments for core capital expenditures, excluding flight equipment. Payments for flight equipment and modifications during the first quarter of 2020 were primarily related to spare engines and GEnx engine performance upgrade kits. Financing Activities. Net cash used for financing activities was$77.2 million for the first quarter of 2021, which primarily reflected$78.0 million of payments on debt,$12.3 million in payments of maintenance reserves and$7.4 million related to treasury shares withheld for payment of taxes, partially offset by$16.2 million of proceeds from debt issuance and$5.2 million of customer maintenance reserves and deposits received. Net cash provided by financing activities was$39.6 million for the first quarter of 2020, which primarily reflected$164.0 million from debt issuance and$75.0 million of proceeds from our revolving credit facility, partially offset by$193.6 million of payments on debt and$3.8 million related to treasury shares withheld for payment of taxes. In response to the COVID-19 pandemic, we have significantly reduced nonessential employee travel, reduced the use of contractors, implemented a number of other cost reduction initiatives and taken actions to increase liquidity and strengthen our financial position, including participation in the Payroll Support Program and deferral of the payment of the employer portion of social security taxes as provided for under the CARES Act. In connection with our participation in the Payroll Support Program, we agreed not to repurchase shares in the open market of, or make dividend payments with respect to, our common stock throughSeptember 30, 2021 . We consider Cash and cash equivalents, Net cash provided by operating activities and availability under our revolving credit facility to be sufficient to meet our debt and lease obligations, and to fund committed and core capital expenditures for the remainder of 2021. Core capital expenditures for the remainder of 2021 are expected to range from$85.0 to$95.0 million , which excludes flight equipment and capitalized interest. Committed capital expenditures for flight equipment for the remainder of 2021 are expected to be$179.1 million . These expenditures include pre-delivery payments for ourJanuary 2021 agreement to purchase four 747-8F aircraft from Boeing that are expected to be delivered fromMay 2022 throughOctober 2022 , spare engines, and 747-400 passenger aircraft (to be used for both replacement of older passenger aircraft in service, as well as spare engines and parts). We may access external sources of capital from time to time depending on our cash requirements, assessments of current and anticipated market conditions, and the after-tax cost of capital. To that end, we filed a shelf registration statement with theSEC inApril 2020 that enables us to sell debt and/or equity securities on a registered basis over the subsequent three years, depending on market conditions, our capital needs and other factors. Our access to capital markets can be adversely impacted by prevailing economic conditions and by financial, business and other factors, some of which are beyond our control. Additionally, our borrowing costs are affected by market conditions and may be adversely impacted by a tightening in credit markets.
We do not expect to pay any significant
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Contractual Obligations and Debt Agreements
See Notes 3 and 8 to our Financial Statements for a description of our new debt. See our 2020 Annual Report on Form 10-K for a tabular disclosure of our contractual obligations as ofDecember 31, 2020 and a description of our other debt obligations and amendments thereto.
Off-Balance Sheet Arrangements
There were no material changes in our off-balance sheet arrangements during the
three months ended
Recent Accounting Pronouncements
See Note 2 to our Financial Statements for a discussion of recent accounting pronouncements.
Forward-Looking Statements
This Quarterly Report on Form 10-Q (this "Report"), as well as other reports, releases and written and oral communications issued or made from time to time by or on behalf of AAWW, contain statements that may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Those statements are based on management's beliefs, plans, expectations and assumptions, and on information currently available to management. Generally, the words "will," "may," "should," "expect," "anticipate," "intend," "plan," "continue," "believe," "seek," "project," "estimate" and similar expressions used in this Report that do not relate to historical facts are intended to identify forward-looking statements. The forward-looking statements in this Report are not representations or guarantees of future performance and involve certain risks, uncertainties and assumptions. Such risks, uncertainties and assumptions include, but are not limited to, those described in our Annual Report on Form 10-K for the year endedDecember 31, 2020 . Many of such factors are beyond AAWW's control and are difficult to predict. As a result, AAWW's future actions, financial position, results of operations and the market price for shares of AAWW's common stock could differ materially from those expressed in any forward-looking statements. Readers are therefore cautioned not to place undue reliance on forward-looking statements. Such forward-looking statements speak only as of the date of this report. AAWW does not intend to publicly update any forward-looking statements that may be made from time to time by, or on behalf of, AAWW, whether as a result of new information, future events or otherwise, except as required by law and expressly disclaims any obligation to revise or update publicly any forward-looking statement to reflect future events or circumstances.
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