CHR Chorus Aviation Inc

Q2 2021 Key Metrics

• Net income of $21.5 million, or $0.12 per basic share; a quarter-over-quarter decrease of $7.6 million primarily due to the continued impact of COVID-19 on results related to off-lease aircraft, negotiated amendments to certain lease agreements including extensions, the 2021 CPA amendments and lower unrealized foreign exchange gains of $10.7 million.
  
  
• Adjusted net income¹ of $11.4 million, or $0.06 per basic share; a decrease of $10.3 million quarter-over-quarter primarily due to the previously noted impact of COVID-19 on results and a reduction in earnings due to a lower US dollar foreign exchange rate.
  
  
• Adjusted EBITDA¹ of $76.9 million; a decrease of $14.2 million over second quarter 2020.
  
  
• Liquidity of $177.9 million.
  
  
• Collected approximately 67.0% of the Regional Aircraft Leasing segment's lease revenue in the second quarter.

Recent Accomplishments

• Revised capacity purchase agreement ('CPA') with Air Canada, enhancing Jazz's position as the exclusive Air Canada Express operator of 70-78 seat regional capacity until the end of 2025 with the addition of 25 Embraer 175s to the Covered Fleet, and is currently the sole provider of Air Canada Express services.
  
  
• Completed a public offering and concurrent private placement for gross proceeds of $145.1 million.
  
  
• Remarketed three Dash 8-400s to two new leasing customers, Sky Alps of Italy (two aircraft) and one Dash 8-400 to National Jet Express, a subsidiary of Australian aviation operator, Cobham Aviation Services.
  
  
• Secured a three-year contract with Purolator for air cargo charter services, executing on Chorus' growing capabilities in this market segment.
  
  
• Awarded a three-year contract to upgrade and modify Transport Canada's National Aerial Surveillance Program fleet of three Dash 8-100 and one Dash 7-100 aircraft with new surveillance equipment.
  
  
• Awarded a new five-year contract to provide fixed-wing air ambulance service for Ambulance New Brunswick further extending its 25-year relationship.
  
  
• Awarded, in partnership with General Dynamics Mission Systems – Canada, an eight-year contract for the in-service support of the Canadian Armed Forces manned airborne intelligence surveillance and reconnaissance program.
  
  
• Executed long-term leases with Connect Airlines for two off-lease Dash 8-400s, marking the successful placement of all Dash 8-400s repossessed in 2020 and reducing the number of off-lease aircraft from 13 to eight.

HALIFAX, NS, Aug. 11, 2021 /CNW/ - Chorus Aviation Inc. ('Chorus') (TSX: CHR) today announced second quarter 2021 financial results.

"Our second quarter delivered net earnings of $0.12 per basic share or $0.06 on an adjusted basis. We are managing our business well through these unprecedented times and continue to report positive financial results. While our second quarter earnings were negatively impacted by certain aircraft being off-lease, negotiation of certain lease amendments including extensions, the 2021 CPA amendments, and a lower US dollar exchange rate, I am pleased with the progress made in reducing debt and the stability we are seeing in lease rent collections," stated Joe Randell, President and Chief Executive Officer, Chorus Aviation Inc.

"On the leasing front, with the addition of Connect Airlines of Boston as a new leasing customer, we've now remarketed all of our off-lease Dash 8-400 aircraft. We repossessed these aircraft in 2020 and reconfigured them for return-to-service at our facilities in North Bay and Halifax. I'm proud of our team's collaborative efforts in finding opportunities and delivering integrated solutions to place these assets with new customers in this very challenging environment.

"Our recent contract awards at Voyageur have expanded our reach into cargo operations and special mission work in the aerospace and defense sectors. Work under our new contract with Transport Canada has begun and we anticipate beginning to generate revenue at the end of the third quarter. Our new partnership with General Dynamics Mission Systems – Canada is in the initial stages as we prepare for the first aircraft arrival scheduled in September with the expectation of being fully operational by the third quarter of 2022.

"The transition of the E175s into the Air Canada Express fleet is progressing very well, and we anticipate completing the induction of these 25 aircraft by the end of this month. We're very pleased to be recalling employees as regional flying resumes.

"Overall, I'm pleased with how we're navigating through this ongoing crisis. We've created additional balance sheet flexibility by significantly reducing our adjusted net debt, and we're successfully remarketing off-lease aircraft by putting these assets to good work with new customers," concluded Mr. Randell.

Liquidity

As of June 30, 2021, Chorus' liquidity was $177.9 million including cash of $142.4 million and $35.5 million of available room on its operating credit facility. Liquidity increased from the first quarter of 2021 by $6.6 million due to:

• positive cash flows from operations of $15.0 million;
• receipt of the net proceeds from the 2021 capital raise of $138.1 million;
• increase in cash due to changes in both restricted cash and security deposits and maintenance reserves of $18.8 million; offset by
• additions to property and equipment of $10.6 million primarily arising from investments in the reconfiguration of off-lease and re-leased aircraft;
• debt repayments of $154.7 million related to scheduled repayments of $49.1 million, early repayments of amortizing term loans on six aircraft totaling $71.7 million and the repayment of all deferred amounts owing under aircraft loans with its largest lender in the amount of $33.9 million.

Repayment under these secured debt facilities brought the carrying value of Regional Aircraft Leasing segment's ('RAL') nine unencumbered aircraft to approximately $140.0 million (US $110.0 million).

At June 30, 2021, the Controllable Cost Guardrail receivable was $10.2 million over the agreed cap of $20.0 million and was paid in July 2021 in accordance with the 2021 CPA Amendments.

Second Quarter Summary

In the second quarter of 2021, Chorus reported adjusted EBITDA of $76.9 million, a decrease of $14.2 million relative to the second quarter of 2020.

The RAL segment's adjusted EBITDA decreased by $9.4 million primarily due to lower lease revenue attributable to the continued impact of COVID-19 on results related to off-lease aircraft, negotiated amendments to certain lease agreements including extensions, and lower earnings due to a lower US dollar exchange rate partially offset by additional aircraft earning lease revenue.

The Regional Aviation Services ('RAS') segment's adjusted EBITDA decreased by $4.8 million. The second quarter results were impacted by:

• a decrease in Fixed Margin of $2.4 million in accordance with the CPA;
• a decrease in capitalization of major maintenance overhauls on owned Covered Aircraft operated under the CPA of $0.5 million; and
• an increase in general administrative expenses; offset by
• an increase in other revenue due to an increase in third-party maintenance, repair and overhaul ('MRO') activity and contract flying; and
• an increase in aircraft leasing revenue under the CPA of $0.3 million primarily due to nine incremental CRJ900s offset by the removal of the Dash 8-300 fleet and lower earnings of $3.7 million due to a lower US dollar exchange rate.

Adjusted net income was $11.4 million for the quarter, a decrease of $10.3 million due to:

• a $14.2 million decrease in adjusted EBITDA as previously described;
• an increase in net interest costs of $2.6 million primarily related to the 6.00% Unsecured Convertible Debentures issued in April 2021 and increased indebtedness under credit facilities added in the second quarter of 2020; and
• a $1.4 million increase in adjusted income tax expense; offset by
• a decrease in depreciation expense of $3.7 million;
• a decrease of $2.2 million in realized foreign exchange and unrealized foreign exchange losses on working capital; and
• an increase in gain on property and equipment of $2.1 million.

Net income decreased $7.6 million over the prior period due to:

• the previously noted decrease in adjusted net income of $10.3 million;
• a reduction in net unrealized foreign exchange gains on long-term debt of $10.7 million; and
• a decrease in income tax recoveries on adjusted items of $3.0 million; offset by
• a decrease in impairment provisions of $9.5 million in the RAL segment;
• a reduction in net lease repossession costs of $5.3 million;
• a reduction to the one-time restructuring costs related to the 2021 CPA Amendments of $1.1 million; and
• decreased employee separation program costs of $0.4 million.

Year-to-date Summary

Chorus reported adjusted EBITDA of $160.9 million for 2021, a decrease of $18.7 million relative to the same prior year period.

The RAL segment's adjusted EBITDA decreased by $18.9 million primarily due to lower lease revenue attributable to the continued impact of COVID-19 on results related to off-lease aircraft, negotiated amendments to certain lease agreements including extensions, an increase in the expected credit loss provision of $3.4 million and lower earnings due to a lower US dollar exchange rate partially offset by additional aircraft earning lease revenue.

The RAS segment's adjusted EBITDA was consistent with the same period last year. The period-over-period results were impacted by:

• a decrease in stock-based compensation of $7.0 million due to a decrease in the Share price inclusive of the change in fair value of the Total Return Swap;
• an increase in aircraft leasing revenue under the CPA of $2.7 million primarily due to nine incremental CRJ900s, partially offset by the removal of the Dash 8-300 fleet and lower earnings of $5.5 million due to a lower US dollar exchange rate;
• an increase in other revenue due to an increase in third-party MRO activity and contract flying; offset by
• an increase in general administrative expenses;
• a decrease in Fixed Margin of $4.8 million in accordance with the CPA; and
• a decrease in capitalization of major maintenance overhauls on owned Covered Aircraft operated under the CPA of $3.0 million.

Adjusted net income was $27.1 million year-to-date, a decrease over 2020 of $18.3 million due to:

• a $18.7 million decrease in adjusted EBITDA as previously described; and
• an increase in net interest costs of $7.3 million primarily related to the 6.00% Unsecured Convertible Debentures issued in April 2021, increased indebtedness under credit facilities added in the second quarter of 2020 and additional debt related to aircraft purchased since the second quarter of 2020; offset by
• a decrease in depreciation expense of $4.0 million;
• an increase in gain on property and equipment of $2.1 million;
• a decrease of $1.0 million in realized foreign exchange and unrealized foreign exchange losses on working capital; and
• a $0.6 million decrease in adjusted income tax expense.

Net income decreased by $28.4 million over the prior period due to:

• the previously noted decrease in adjusted net income of $18.3 million;
• one-time restructuring costs related to the 2021 CPA Amendments of $80.7 million; and
• an increase in net lease repossession costs of $1.8 million; offset by
• a change in net unrealized foreign exchange on long-term debt of $34.8 million;
• an increase in income tax recoveries on adjusted items of $18.3 million;
• a decrease in impairment provisions of $15.5 million in the RAL segment; and
• decreased employee separation program costs of $3.8 million, exclusive of the cost attributable to the pilot early retirement program.

Consolidated Financial Analysis

Outlook
(See cautionary statement regarding forward-looking information below)

The COVID-19 pandemic and resulting government restrictions have created unprecedented challenges for the passenger aviation industry around the world. Although Chorus' business model does not directly expose it to the market risks ordinarily faced by airlines, substantially all its source revenue is derived from airline customers, through its CPA and its leasing of aircraft to airline customers globally. The full extent of the duration and therefore the impact of this pandemic are unknown. Chorus continues to work with its leasing customers to help them manage the economic pressures they are facing as a consequence of the sustained reduction in demand for passenger air travel.

Regional Aviation Services:

Jazz earns a Fixed Margin under the CPA based on the number of Covered Aircraft, subject to a minimum of $65.6 million for 2021. The Fixed Margin does not vary based on flight activity.

In the second quarter of 2021, Jazz operated at approximately 22% of its second quarter 2019 (pre-COVID-19) flying levels. Jazz expects to operate between approximately 55% to 65% of its third quarter 2019 (pre-COVID-19) flying levels. Provided vaccination numbers in Canada increase and the spread of COVID-19 subsides, Jazz's flying is expected to increase in the second half of the year. With the expected increase in flying, Jazz started to recall some of its front-line and administrative employees and will continue to do so as operations increase.

Chorus estimates the carrying value of its 19 owned Dash 8-300s, removed from the Covered Aircraft fleet in accordance with the 2021 CPA Amendments, to be approximately $65.0 million. Chorus can sell, lease, part-out, or convert these aircraft for cargo operations.

On August 4, 2021, Jazz entered an annuity purchase transaction for its defined benefit pension plan for pilots in the amount of $67.4 million thereby reducing the pension assets and liabilities by $67.4 million or approximately 10%. This transaction reduces the future pension liability growth and the funding volatility risk.

Voyageur continues to perform overseas humanitarian flights and cargo services, and the air ambulance operation in New Brunswick. Voyageur's contract flying, charter sales and MRO services revenues improved over the first quarter of 2021. The momentum is expected to be sustained with the impact of the new long-term contracts which will begin to positively impact Voyageur's earnings throughout the second half of 2021 and beyond. Voyageur represents less than 10% of Chorus' consolidated revenue and net income.

Regional Aircraft Leasing:

Chorus Aviation Capital ('CAC') has received requests from substantially all of its RAL segment customers for some form of temporary rent relief as they cope with an unprecedented reduction in demand for passenger air travel.  In connection with the rent relief arrangements, that include lease term extensions, the repayment terms vary but typically coincide with the lease term extensions. CAC's gross lease receivable was $70.3 million (US $56.7 million) as of June 30, 2021 (December 31, 2020 - $56.3 million; US $44.2 million). The gross lease receivable may increase to approximately $75.0 million (US $60.0 million) by the end of 2021.

The net lease receivable, after an expected credit loss provision, was $64.2 million (US $51.8 million) as at June 30, 2021 (December 31, 2020 - $48.3 million (US $38.0 million)). CAC's lease deferral receivable exposure is also partially mitigated by security packages held of approximately $24.0 million (US $19.0 million). Chorus collected approximately 67% of its lease revenue recognized in the second quarter from its lessees. Consistent with market norms, these leases are generally for a fixed term, contain an absolute payment obligation on the part of the lessee, and cannot be terminated early for convenience.

The following table provides the number of aircraft that earn leasing revenue for completed transactions:

Capital expenditures in 2021, including capitalized major maintenance overhauls but excluding expenditures for the acquisition of aircraft and the Extended Service Program ('ESP'), are expected to be between $19.0 million and $29.0 million. Aircraft related acquisitions and ESP capital expenditures in 2021 are expected to be between $41.0 million and $50.0 million.⁽¹⁾

Use of Defined Terms

Capitalized terms used but not defined in this news release have the meanings given to them in the MD&A which is available on Chorus' website (www.chorusaviation.com) and SEDAR (www.sedar.com).

Investor Conference Call / Audio Webcast

Chorus will hold an analyst call at 9:00 a.m. ET on Thursday, August 12, 2021 to discuss the second quarter 2021 financial results. The call may be accessed by dialing 1-888-231-8191. The call will be simultaneously audio webcast via:

https://produceredition.webcasts.com/starthere.jsp?ei=1479498&tp_key=53d42aa091

This is a listen-in only audio webcast.

The conference call webcast will be archived on Chorus' website at www.chorusaviation.com under Investors > Reports > Executive Management Presentations. A playback of the call can also be accessed until midnight ET, August 19, 2021 by dialing toll-free1-888-390-0541, and using passcode 535466 #.

¹NON-GAAP FINANCIAL MEASURES
This news release references several non-GAAP financial measures to supplement the analysis of Chorus' results. Chorus uses certain non-GAAP financial measures, described below, to evaluate and assess performance. These non-GAAP measures are generally numerical measures of a company's financial performance, financial position, or cash flows, that include or exclude amounts from the most comparable GAAP measure. As such, these measures are not recognized for financial statement presentation under GAAP, do not have a standardized meaning, and are therefore not likely to be comparable to similar measures presented by other public entities.

Adjusted Net Income, Adjusted EBT and Adjusted EBITDA

Chorus revised its definition of Adjusted net income in the first quarter of 2021 to include the Dash 8-300 inventory provision, the defined benefit pension curtailment resulting from the pilot early retirement program and integration costs related to the 2021 CPA Amendments to facilitate comparability of its results.

Adjusted net income and Adjusted net income per Share are used by Chorus to assess performance without the effects of unrealized foreign exchange gains or losses on long-term debt and lease liability related to aircraft, signing bonuses, employee separation program costs, impairment provisions, lease repossession costs net of security packages realized, Dash 8-300 inventory provision, defined benefit pension curtailment, integration costs, strategic advisory fees and the applicable tax expense (recovery). Chorus manages its exposure to currency risk on such long-term debt by billing the lease payments within the CPA in the underlying currency (US dollars) related to the aircraft debt. These items are excluded because they affect the comparability of Chorus' financial results, period-over-period, and could potentially distort the analysis of trends in business performance. Excluding these items does not imply they are non-recurring due to ongoing currency fluctuations between the Canadian and US dollar.

Chorus revised its definition of Adjusted EBT and Adjusted EBITDA in the first quarter of 2021 to include the Dash 8-300 inventory provision, the defined benefit pension curtailment resulting from the pilot early retirement program and integration costs related to the 2021 CPA Amendments to facilitate comparability of its results. Adjusted EBT and EBITDA should not be used as an exclusive measure of cash flow because it does not account for the impact of working capital growth, capital expenditures, debt repayments and other sources and uses of cash, which are disclosed in the statements of cash flows, forming part of Chorus' financial statements.

EBT is defined as earnings before income tax. Adjusted EBT (EBT before signing bonuses, employee separation program costs, impairment provisions, lease repossession costs net of security packages realized, Dash 8-300 inventory provision, defined benefit pension curtailment, integration costs, strategic advisory fees and other items such as foreign exchange gains and losses) is a non-GAAP financial measure used by Chorus as a supplemental financial measure of operational performance. Management believes Adjusted EBT assists investors in comparing Chorus' performance by excluding items, which it does not believe will re-occur over the longer-term (such as signing bonuses, employee separation program costs, impairment provisions, lease repossession costs net of security packages realized, Dash 8-300 inventory provision, defined benefit pension curtailment, integration costs and strategic advisory fees) as well as items that are non-cash in nature such as foreign exchange gains and losses.

EBITDA is defined as earnings before net interest expense, income taxes, depreciation and amortization, and impairment and is a non-GAAP financial measure that is used frequently by companies in the aviation industry as a measure of performance. Adjusted EBITDA (EBITDA before signing bonuses, employee separation program costs, strategic advisory fees, impairment provisions, lease repossession costs net of security packages realized, Dash 8-300 inventory provision, defined benefit pension curtailment and integration costs, and other items such as foreign exchange gains or losses) is a non-GAAP financial measure used by Chorus as a supplemental financial measure of operational performance. Management believes Adjusted EBITDA assists investors in comparing Chorus' performance by excluding items, which it does not believe will re-occur over the longer-term (such as signing bonuses, employee separation program costs, impairment provisions, lease repossession costs net of security packages realized, Dash 8-300 inventory provision, defined benefit pension curtailment, integration costs and strategic advisory fees) as well as items that are non-cash in nature such as foreign exchange gains and losses. Adjusted EBITDA should not be used as an exclusive measure of cash flow because it does not account for the impact of working capital growth, capital expenditures, debt repayments and other sources and uses of cash, which are disclosed in the statements of cash flows, forming part of Chorus' financial statements.

Forward-Looking Information
This news release includes 'forward-looking information'. Forward-looking information is identified by the use of terms and phrases such as "anticipate", "believe", "could", "estimate", "expect", "intend", "may", "plan", "predict", "project", "will", "would", and similar terms and phrases, including references to assumptions. Such information may involve but is not limited to comments with respect to strategies, expectations, planned operations or future actions. Forward-looking information relates to analyses and other information that are based on forecasts of future results, estimates of amounts not yet determinable and other uncertain events. Forward-looking information, by its nature, is based on assumptions, including those referenced below, and is subject to important risks and uncertainties. Any forecasts or forward-looking predictions or statements cannot be relied upon due to, among other things, external events, changing market conditions and general uncertainties of the business. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to differ materially from those indicated in the forward-looking information.

Examples of forward-looking information in this  news release include the discussion in the Outlook section, as well as statements regarding expectations as to Chorus' future liquidity and financial strength and contracted revenues, the recovery of domestic air traffic in Canada and around the world, Chorus' future growth and the completion of pending transactions (including the delivery of the Dash 8-400 aircraft to Connect Airlines) referenced in this news release. Actual results may differ materially from results indicated in forward-looking information for a number of reasons, including a prolonged duration of the COVID-19 pandemic and/or further restrictive measures to contain its spread, the evolving impact of the COVID-19 pandemic on Chorus' contractual counterparties, changes in aviation industry and general economic conditions, the continued payment (in whole or in part) of amounts due under the CPA, the risk of disputes under the CPA and other significant contracts, Chorus' ability to pay its indebtedness and otherwise remain in compliance with its debt covenants, the risk of cross defaults under debt agreements and other significant contracts, the risk of asset impairments and provisions for expected credit losses, as well as the factors identified in the Risk Factors section of Chorus' Annual Information Form dated February 18, 2021, and in Chorus' public disclosure record available at www.sedar.com. The forward-looking statements contained in this news release represent Chorus' expectations as of the date of this news release (or as of the date they are otherwise stated to be made) and are subject to change after such date. Chorus disclaims any intention or obligation to update or revise such statements to reflect new information, subsequent events or otherwise, except as required by applicable securities laws. Readers are cautioned that the foregoing factors and risks are not exhaustive.

About Chorus Aviation Inc.

Chorus is a global provider of integrated regional aviation solutions. Chorus' vision is to deliver regional aviation to the world. Headquartered in Halifax, Nova Scotia, Chorus is comprised of Chorus Aviation Capital a leading, global lessor of regional aircraft, and Jazz Aviation and Voyageur Aviation - companies that have long histories of safe operations with excellent customer service. Chorus provides a full suite of regional aviation support services that encompasses every stage of an aircraft's lifecycle, including aircraft acquisitions and leasing; aircraft refurbishment, engineering, modification, repurposing and preparation; contract flying; aircraft and component maintenance, disassembly, and parts provisioning.

Chorus Class A Variable Voting Shares and Class B Voting Shares trade on the Toronto Stock Exchange under the trading symbol 'CHR'. Chorus 6.00% Senior Debentures, 5.75% Senior Unsecured Debentures, and 6.00% Convertible Senior Unsecured Debentures trade on the Toronto Stock Exchange under the trading symbols 'CHR.DB', 'CHR.DB.A', and 'CHR.DB.B', respectively.  www.chorusaviation.com

SOURCE Chorus Aviation Inc.