UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
Report on Form 6-K dated for the month of November 2020
Copa Holdings, S.A.
(Translation of Registrant's Name Into English)
Boulevard Costa del Este, Avenida Principal y Avenida de la Rotonda
Urbanización Costa del Este
Complejo Business Park, Torre Norte
ParqueLefevre
Panama City, Panama
(Address of principal executive offices)
(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F X Form 40-F
(Indicate by check whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes No X
(If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b);82- )
Enclosure: 3Q20 Earnings Release
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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, hereunto duly authorized.
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Copa Holdings, S.A. |
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Date: 11/19/2020 |
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By: |
/s/ José Montero |
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Name: José Montero Title: CFO |
Exhibit 99.1
Copa Holdings Reports Financial Results for the Third Quarter of 2020
Panama City, Panama --- Nov 18, 2020. Copa Holdings, S.A. (NYSE: CPA), today announced financial results for the third quarter of 2020 (3Q20). The terms “Copa Holdings” and “the Company” refer to the consolidated entity. The following financial information, unless otherwise indicated, is presented in accordance with International Financial Reporting Standards (IFRS). See the accompanying reconciliation of non-IFRS financial information to IFRS financial information included in the financial tables section of this earnings release. Unless otherwise stated, all comparisons with prior periods refer to the third quarter of 2019 (3Q19).
Due to government restrictions on air travel implemented in response to the Covid-19 outbreak, the Company did not provide scheduled commercial service during the first 45 days of the quarter. On August 14, the Company restarted limited scheduled commercial operations subject to Panama’s restrictions on the number of flights and entry for non-citizens and non-residents, and it has been gradually increasing capacity ever since. However, the capacity figures were still very low on a full quarter basis. Therefore, this earnings release will focus on the financial results and metrics that are relevant in these circumstances and will omit certain financial ratios, unit metrics and operational indicators that are usually provided, since they are either not measurable or immaterial on such a limited operational base.
OPERATING AND FINANCIAL HIGHLIGHTS
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Copa Holdings reported a net loss of US$118.1 million or US$2.78 per share. Excluding special items, the Company would have reported a net loss of US$121.6 million, or US$2.86 per share. |
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Special items for the quarter include a US$3.6 million unrealized gain on the mark-to-market of the Company’s outstanding convertible notes. |
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Copa Holdings reported an operating loss of US$107.0 million. |
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Cash consumption, defined as cash disbursements less proceeds, excluding extraordinary financing activities and asset sales, averaged US$36 million per month during the quarter. |
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The Company ended the quarter with US$1.3 billion of available liquidity, consisting of US$1.0 billion in cash, short-term and long-term investments, and committed and undrawn credit facilities of US$305 million. |
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The Company repaid US$50 million in short-term lines of credit, closing the quarter with a total debt of US$1.2 billion. |
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On August 14, the Company restarted limited scheduled commercial operations, subject to Panama’s health control restrictions on the number of flights and entry for non-citizens and non-residents to Panama and has been gradually increasing capacity since then. Capacity for the quarter represented approximately 1.5% of 3Q19 capacity. |
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The Company completed the delivery of the first EMB-190 aircraft out of 14 that have been sold to a third party. |
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Excluding the aircraft classified as assets held for sale, Copa Holdings ended the quarter with a consolidated fleet of 74 aircraft – 68 Boeing 737-800s and 6 Boeing 737MAX9s. |
Subsequent Events
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During October, the Company delivered the 2nd and 3rd EMB-190 aircraft out of 14 that have been sold to a third party. |
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On October 11, Panama lifted restrictions on the number of flights and entry for non-citizens and non-residents. |
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During the month of November, the Company signed a Letter of Intent for the sale of 2 Boeing 737-700 aircraft, to be finalized and delivered in January 2021. |
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Consolidated Financial & Operating Highlights |
3Q20 |
3Q19 |
Variance vs. 3Q19 |
2Q20 |
Variance vs. 2Q20 |
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Revenue Passengers Carried (000s) |
30 |
2,703 |
-98.9% |
9 |
225.9% |
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RPMs (millions) |
57 |
5,466 |
-99.0% |
15 |
275.7% |
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ASMs (millions) |
95 |
6,383 |
-98.5% |
31 |
205.9% |
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Load Factor |
59.7% |
85.6% |
-26.0 p.p. |
48.6% |
11.1 p.p. |
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Fuel Gallons Consumed (millions) |
1.32 |
81.97 |
-98.4% |
0.66 |
99.4% |
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Avg. Price Per Fuel Gallon (US$) |
1.41 |
2.16 |
-34.6% |
0.81 |
74.1% |
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Average Length of Haul (miles) |
1,925 |
2,022 |
-4.8% |
1,670 |
15.3% |
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Average Stage Length (miles) |
1,081 |
1,295 |
-16.5% |
727 |
48.7% |
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Departures |
559 |
33,373 |
-98.3% |
225 |
148.4% |
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Block Hours |
1,710 |
109,614 |
-98.4% |
820 |
108.5% |
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Operating Revenues (US$ millions) |
32.4 |
708.2 |
-95.4% |
14.5 |
122.8% |
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Operating Profit (Loss) (US$ millions) |
-107.0 |
132.9 |
n/m |
-357.9 |
n/m |
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Adjusted Operating Profit (Loss) (US$ millions) (1) |
-107.0 |
132.9 |
n/m |
-108.7 |
n/m |
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Net Profit (Loss) (US$ millions) |
-118.1 |
104.0 |
n/m |
-386.0 |
n/m |
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Adjusted Net Profit (Loss) (US$ millions) (1) |
-121.6 |
104.0 |
n/m |
-114.6 |
n/m |
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Basic EPS (US$) |
-2.78 |
2.45 |
n/m |
-9.08 |
n/m |
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Adjusted Basic EPS (US$) (1) |
-2.86 |
2.45 |
n/m |
-2.70 |
n/m |
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Shares for calculation of Basic EPS (000s) |
42,510 |
42,487 |
0.1% |
42,512 |
0.0% |
(1) Excludes Special Items. This earnings release includes a reconciliation of non-IFRS financial measures to the comparable IFRS measures.
2
MANAGEMENT’S COMMENTS ON 3Q20 RESULTS
After almost five months of virtually no operations, the Company resumed limited scheduled commercial air service on August 14 under Panama’s health control restrictions. The Company restarted service to 8 destinations and has progressively been adding destinations to its network and ramping-up its capacity deployment. As of November 15, we have restarted service to 38 destinations.
The Covid-19 crisis continues to challenge the aviation industry in an unprecedented way and is forcing most airlines around the world to make significant changes to the way they conduct their businesses. From the outset of the crisis, our management team has taken proactive actions, focusing on reducing fixed costs, further bolstering the Company’s liquidity position and adjusting the Company’s size, for what we believe will be a weakened demand environment in the immediate future.
Even though we face a great deal of uncertainty, we believe we are taking the necessary measures to maintain a position of strength in terms of liquidity, an efficient cost structure, flexible capacity and network plans, while maintaining a strong focus on bio-safety protocols in order to keep the competitive advantage that has allowed us to deliver consistently leading results for over 20 years.
The Company has a proven and very strong business model, which is based on operating the best and most convenient network for intra-Latin America travel from its Hub of the Americas® based in Panama’s advantageous geographic position, with the region’s lowest unit costs, best on-time performance, and strongest balance sheet. Going forward, the Company believes that its Hub of the Americas® will be an even more valuable source of strategic advantage, especially if fewer intra Latin America markets are able to sustain direct point to point service. We believe our hub will be the best positioned to serve these markets. The Company expects to leverage its strong balance sheet, leading liquidity position and lower cost base to continue strengthening its long-term competitive position and to implement initiatives to further strengthen its network and product in the post Covid-19 world.
3
As a result of the uncertainty regarding the Covid-19 crisis and the possible impact of further travel restrictions in our region, the Company is not providing financial guidance for 2020.
Subject to Covid-19 developments, including government restrictions and changing travel demand, among others, the Company believes that it will be able to continue to increase its capacity to ~30% and ~40% in November and December respectively, compared to the same period in 2019.
Assuming we generate the revenues necessary to sustain the capacity plan described above, we expect our monthly cash consumption for the remainder of 2020 to be reduced to approximately US$25 million. This cash consumption includes our net operational cashflows (including our expectation for the cash reimbursement of passenger tickets), a revised capital expenditures plan and the payments of financial obligations.
CONSOLIDATED SECOND QUARTER RESULTS
Operating revenue
Consolidated revenue for 3Q20 totaled US$32.4 million, driven mostly by unredeemed ticket revenue and passenger revenue.
Passenger revenue totaled US$27.6 million, mostly comprised by US$19.1 million in unredeemed ticket revenue and US$7.6 million generated from flown passenger revenue.
Cargo and mail revenue totaled US$0.6 million.
Other operating revenue totaled US$4.2 million, resulting mostly from revenue from non-air ConnectMiles partners.
Operating expenses
Fuel totaled US$1.3 million as a result of a limited number of flights in the quarter.
Wages, salaries, benefits and other employees' expenses totaled US$44.2 million, mostly comprised of a reduced payroll given contract suspensions and voluntary pay cuts and severance payments performed during the quarter.
Passenger servicing totaled US$1.1 million due to fixed expenses and a reduced number of revenue passengers in the quarter.
Airport facilities and handling charges totaled US$1.8 million due to fixed expenses in certain airports and a reduced number of flights.
Sales and distribution totaled US$6.0 million, mostly due to fixed charges and costs related to sales for future air travel.
Maintenance, material and repairs totaled US$9.1 million, mostly as a result of provisions related to the future return of leased aircraft.
Depreciation and amortization totaled US$63.0 million in 3Q20, mostly comprised of owned and leased flight equipment, maintenance events and IT systems amortizations.
Flight operations totaled US$0.5 million due to overflight fees on a reduced number of flights.
Other operating and administrative expenses totaled US$12.4 million, which is mostly comprised of IT systems, overhead expenses and one-time advisory fees.
Non-operating Income (Expense)
Consolidated non-operating income (expense) resulted in a net expense of US$(11.3) million in 3Q20.
Finance cost totaled US$16.3 million in 3Q20, driven by US$6.6 million related to fleet loan interest payments, US$7.2 million in convertible notes interest expenses, and US$2.5 million in interest charges related to operating leases.
4
Finance income totaled US$4.4 million in proceeds from investments.
Net change in fair value of derivatives totaled a net US$3.6 million unrealized mark-to-market gain on the convertible notes issued.
Gain (loss) on foreign currency fluctuations totaled US$(0.4) million.
Other non-operating income (expense) totaled US$(2.6) million, due to the write-off of certain IT systems.
5
Copa Holdings is a leading Latin American provider of passenger and cargo services. The Company, through its operating subsidiaries, provides service to 80 destinations in 33 countries in North, Central and South America and the Caribbean. For more information visit: www.copa.com.
CONTACT: Copa Holdings S.A.
Investor Relations:
Ph: 011 507 304-2774
www.copa.com (IR section)
This release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on current plans, estimates and expectations, and are not guarantees of future performance. They are based on management’s expectations that involve a number of business risks and uncertainties, any of which could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. The Company undertakes no obligation to update or revise any forward-looking statement. The risks and uncertainties relating to the forward-looking statements in this release are among those disclosed in Copa Holdings’ filed disclosure documents and are, therefore, subject to change without prior notice.
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Copa Holdings, S.A. |
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Income Statement - IFRS |
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(US$ Thousands) |
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Unaudited |
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Unaudited |
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% |
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Unaudited |
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% |
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3Q20 |
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3Q19 |
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Change |
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2Q20 |
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Change |
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Operating Revenues |
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Passenger revenue |
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27,619 |
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685,337 |
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-96.0% |
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10,790 |
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156.0% |
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Cargo and mail revenue |
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596 |
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14,647 |
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-95.9% |
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145 |
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309.9% |
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Other operating revenue |
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4,167 |
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8,226 |
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-49.3% |
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3,597 |
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15.8% |
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Total Operating Revenue |
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32,382 |
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708,210 |
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-95.4% |
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14,532 |
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122.8% |
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Operating Expenses |
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Fuel |
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1,287 |
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177,603 |
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-99.3% |
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137 |
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839.0% |
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Wages, salaries, benefits and other employees' expenses |
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44,241 |
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113,398 |
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-61.0% |
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38,198 |
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15.8% |
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Passenger servicing |
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1,095 |
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26,204 |
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-95.8% |
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402 |
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172.4% |
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Airport facilities and handling charges |
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1,752 |
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47,022 |
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-96.3% |
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505 |
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246.9% |
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Sales and distribution |
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5,985 |
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52,980 |
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-88.7% |
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3,754 |
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59.4% |
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Maintenance, materials and repairs |
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9,079 |
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30,632 |
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-70.4% |
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7,505 |
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21.0% |
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Depreciation and amortization |
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63,022 |
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72,876 |
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-13.5% |
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305,185 |
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-79.3% |
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Flight operations |
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454 |
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26,572 |
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n/m |
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(82) |
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n/m |
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Other operating and administrative expenses |
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12,435 |
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28,047 |
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-55.7% |
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16,803 |
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-26.0% |
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Total Operating Expense |
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139,349 |
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575,334 |
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-75.8% |
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372,408 |
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-62.6% |
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Operating Profit (Loss) |
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(106,966) |
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132,876 |
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n/m |
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(357,875) |
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n/m |
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Non-operating Income (Expense): |
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Finance cost |
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(16,264) |
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(12,696) |
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28.1% |
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(27,056) |
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-39.9% |
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Finance income |
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4,394 |
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6,121 |
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-28.2% |
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5,677 |
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-22.6% |
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Net change in fair value of derivatives |
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3,591 |
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- |
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n/m |
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(22,198) |
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n/m |
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Gain (loss) on foreign currency fluctuations |
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(370) |
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(9,641) |
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n/m |
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500 |
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n/m |
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Other non-operating income (expense) |
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(2,631) |
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(350) |
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n/m |
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447 |
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n/m |
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Total Non-Operating Income/(Expense) |
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(11,278) |
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(16,567) |
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-31.9% |
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(42,628) |
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-73.5% |
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Profit (Loss) before taxes |
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(118,245) |
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116,309 |
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n/m |
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(400,504) |
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n/m |
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Income tax expense |
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(188) |
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12,332 |
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n/m |
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(14,486) |
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n/m |
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Net Profit (Loss) |
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(118,057) |
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103,978 |
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n/m |
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(386,018) |
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n/m |
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EPS |
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Basic |
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-2.78 |
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2.45 |
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n/m |
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-9.08 |
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n/m |
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Shares used for calculation: |
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Basic |
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42,509,959 |
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42,487,355 |
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42,511,806 |
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7
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Copa Holdings, S. A. and subsidiaries |
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Consolidated statement of financial position |
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(US$ Thousands) |
September |
December |
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2020 |
2019 |
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(Unaudited) |
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ASSETS |
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Current Assets |
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Cash and cash equivalents |
222,263 |
158,733 |
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Short-term investments |
644,137 |
692,403 |
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Total cash, cash equivalents and short-term investments |
866,400 |
851,136 |
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Accounts receivable, net |
35,669 |
129,634 |
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Accounts receivable from related parties |
1,625 |
147 |
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Expendable parts and supplies, net |
77,481 |
69,100 |
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Prepaid expenses |
29,755 |
49,034 |
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Prepaid income tax |
9,020 |
1,181 |
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Other current assets |
8,546 |
14,206 |
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162,096 |
263,301 |
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Assets held for sale |
143,466 |
120,006 |
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TOTAL CURRENT ASSETS |
1,171,962 |
1,234,442 |
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Long-term investments |
139,503 |
134,347 |
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Long-term accounts receivable |
1,038 |
2,139 |
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Long-term prepaid expenses |
6,416 |
17,743 |
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Property and equipment, net |
2,203,750 |
2,532,402 |
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Right of use assets |
229,595 |
290,843 |
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Intangible, net |
97,771 |
108,116 |
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Net pension asset |
2,868 |
249 |
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Deferred tax assets |
21,714 |
19,216 |
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Other Non-Current Assets |
13,663 |
17,881 |
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TOTAL NON-CURRENT ASSETS |
2,716,318 |
3,122,935 |
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TOTAL ASSETS |
3,888,280 |
4,357,377 |
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LIABILITIES |
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Loans and borrowings |
129,667 |
122,581 |
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Current portion of lease liability |
89,708 |
97,732 |
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Accounts payable |
39,560 |
119,332 |
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Accounts payable to related parties |
5,101 |
14,086 |
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Air traffic liability |
433,145 |
497,374 |
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Frequent flyer deferred revenue |
88,219 |
80,325 |
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Taxes Payable |
6,756 |
46,267 |
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Employee benefits obligations |
7,350 |
55,373 |
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Income tax payable |
883 |
9,683 |
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Other Current Liabilities |
136 |
83 |
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TOTAL CURRENT LIABILITIES |
800,525 |
1,042,836 |
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Loans and borrowings long-term |
1,118,846 |
938,182 |
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Lease Liability |
152,234 |
206,832 |
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Derivative financial instruments |
94,836 |
- |
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Other long - term liabilities |
219,400 |
191,221 |
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Deferred tax Liabilities |
27,283 |
43,397 |
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TOTAL NON-CURRENT LIABILITIES |
1,612,599 |
1,379,633 |
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TOTAL LIABILITIES |
2,413,124 |
2,422,469 |
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EQUITY |
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Issued Capital |
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Class A -33,858,511 issued and 31,417,714 outstanding |
21,196 |
21,142 |
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Class B common stock - 10,938,125 |
7,466 |
7,466 |
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Additional Paid-In Capital |
90,125 |
86,135 |
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Treasury Stock |
(136,388) |
(136,388) |
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Retained Earnings |
1,931,191 |
1,718,179 |
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Net profit |
(429,801) |
247,002 |
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Other comprehensive loss |
(8,632) |
(8,628) |
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TOTAL EQUITY |
1,475,156 |
1,934,908 |
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TOTAL EQUITY & LIABILITIES |
3,888,280 |
4,357,377 |
8
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Copa Holdings, S. A. and subsidiaries |
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Consolidated Statement of Cash Flows |
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For the nine months ended September 30, |
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(In US$ thousands) |
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2020 |
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2019 |
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2018 |
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(Unaudited) |
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(Unaudited) |
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(Unaudited) |
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Cash flow (used in) from operating activities |
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(75,298) |
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548,947 |
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377,941 |
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Cash flow used in operating activities |
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(2,333) |
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(32,863) |
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(129,541) |
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Cash flow from (used in) financing activities |
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141,162 |
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(446,953) |
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(316,461) |
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Net increase (decrease) in cash and cash equivalents |
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63,531 |
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69,131 |
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(68,061) |
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Cash and cash equivalents at January 1 |
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158,732 |
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156,158 |
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238,792 |
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Cash and cash equivalents at September 30 |
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$222,263 |
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$225,289 |
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$170,731 |
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Short-term investments |
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644,137 |
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536,084 |
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579,246 |
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Long-term investments |
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139,503 |
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124,169 |
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165,865 |
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Total cash and cash equivalents and investments at September 30 |
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$1,005,903 |
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$885,542 |
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$915,842 |
9
NON-IFRS FINANCIAL MEASURE RECONCILIATION
This press release includes the following non-IFRS financial measures: Adjusted Operating Profit, Adjusted Net Profit, Adjusted Basic EPS and Monthly Cash Consumption. This supplemental information is presented because we believe it is a useful indicator of our operating performance and is useful in comparing our performance with other companies in the airline industry. These measures should not be considered in isolation, and should be considered together with comparable IFRS measures, in particular operating profit and net profit. The following is a reconciliation of these non-IFRS financial measures to the comparable IFRS measures:
|
Reconciliation of Adjusted Operating Profit |
|
|
|
|
|
|
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and Adjusted Net Profit |
|
3Q20 |
|
3Q19 |
|
2Q20 |
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|
|
|
|
|
|
|
|
Operating Profit as Reported |
|
$(106,966) |
|
$132,876 |
|
$(357,875) |
|
Add: Unredeemed Ticket Revenue provision reversal |
|
|
|
|
|
$12,341 |
|
Add: Fleet Impairment loss |
|
|
|
|
|
$186,807 |
|
Add: Expected Loss on Embraer assets held for sale |
|
|
|
|
|
$50,048 |
|
Adjusted Operating Profit |
|
$(106,966) |
|
$132,876 |
|
$(108,679) |
|
|
|
|
|
|
|
|
|
Net profit as Reported |
|
$(118,057) |
|
$103,978 |
|
$(386,018) |
|
Add: Unredeemed Ticket Revenue provision reversal |
|
|
|
|
|
$12,341 |
|
Add: Fleet Impairment loss |
|
|
|
|
|
$186,807 |
|
Add: Expected Loss on Embraer assets held for sale |
|
|
|
|
|
$50,048 |
|
Add: Net change in fair value of derivatives |
|
$(3,591) |
|
|
|
$22,198 |
|
Adjusted Net Profit |
|
$(121,648) |
|
$103,978 |
|
$(114,624) |
|
|
|
|
|
|
|
|
|
Reconciliation of Adjusted Basic EPS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted Net Profit |
|
$(121,648) |
|
$103,978 |
|
$(114,624) |
|
Shares used for calculation of Basic EPS |
|
42,510 |
|
42,487 |
|
42,512 |
|
Adjusted Basic Earnings per share (Adjusted Basic EPS) |
|
$(2.86) |
|
$2.45 |
|
$(2.70) |
|
|
|
|
|
|
|
|
|
Reconciliation of Monthly Cash Consumption for 2Q and 3Q 2020 |
|
|
|
|
|
|
|
Beginning Cash balance |
|
$1,143 |
|
|
|
$1,127 |
|
Ending Cash balance |
|
$1,006 |
|
|
|
$1,143 |
|
Net cashflows in the quarter |
|
$(137) |
|
|
|
$16 |
|
Substract: Proceeds from Convertible Notes Offering |
|
$- |
|
|
|
$343 |
|
Substract: Others proceeds (assets sold and other non-op proceeds) |
|
$22 |
|
|
|
|
|
Add: Repayment of short term credit lines |
|
$50 |
|
|
|
$95 |
|
Cash Consumption excluding extraordinary activities |
|
$(109) |
|
|
|
$(232) |
|
Monthly Cash Consumption excluding extraordinary activities |
|
$(36) |
|
|
|
$(77) |
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