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Avianca Exchanges $475 mln in Bonds, Gets United Funding

BOGOTA, Sept 12 (Reuters) – Latin American airline Avianca announced the exchange of $475.2 million in bonds on Thursday, part of a plan to change its capital structure amid ongoing financial problems and enough to receive additional financing from United Airlines.

In a statement to Colombia’s financial regulator, Avianca said it would extend the deadline for bond holders to exchange their paper until Sept. 25, in a bid to exchange a total of $550 million worth of bonds coming due next year.

Investors can exchange the bonds for others also coming due in 2020, but with a $50 bonus per $1,000.

United Airlines and Kingsland Holdings Limited, which between them control Avianca, said in a joint statement that results of the exchange thus far were sufficient for it to give the airline up to $250 million in additional financing.

“We are also pleased to confirm that this achievement is sufficient to satisfy United’s requirement for the exchange of these May 2020 bonds, regarding our previously announced offer, together with Kingsland, to loan $250 million to Avianca Holdings,” said John Gebo, senior vice president of alliances for United Airlines.

“Our loan remains contingent on certain other conditions being met by Avianca Holdings, including certain commitments and waivers made by other stakeholders,” Gebo said.

United launched a management overhaul at Avianca in May, removing top shareholder German Efromovich from controlling the cash-strapped airline.

(Reporting by Nelson Bocanegra Writing by Julia Symmes Cobb; Editing by Tom Brown)

Spirit Airlines Must Face ‘Gotcha’ Carry-on Bag Fee Lawsuit

NEW YORK (Reuters) – A federal appeals court revived a lawsuit by Spirit Airlines passengers who said the low-cost carrier blindsided them by imposing unexpected carry-on bag fees on tickets bought through Cheapoair, Expedia, Priceline and Travelocity.

The 2nd U.S. Circuit Court of Appeals in Manhattan said 22 passengers could sue for breach of contract because there was no evidence that Spirit promptly notified them about the fees, and there were “ambiguities” in the prices they would pay.

Spirit and its lawyers did not immediately respond to requests for comment.

Compared with many carriers, Spirit relies more on ancillary fees to offset the financial drag from lower base fares.

The plaintiffs accused the Miramar, Florida-based carrier of knowing that its online travel agents hid the “gotcha” bag fees they would have to pay at the airport.

They said these fees often exceeded the cost of their tickets, and totaled millions of dollars a year.

Spirit countered that federal law precluded the lawsuit, and that its “contract of carriage” specifically provided that a passenger could take one carry-on bag into the cabin, for a fee.

The appeals court returned the case to U.S. District Judge William Kuntz in Brooklyn, who had dismissed it last November.

“This is a great victory for air travelers nationwide,” the plaintiffs’ lawyer John Hermina said in an interview. He said his clients will pursue their case in the district court.

On Tuesday, Spirit advertised carry-on bag fees for an Oct. 1 flight to Fort Lauderdale, Florida, from New York’s LaGuardia Airport ranging from $28, if booked on its website, to $65, if paid at the gate. Base fares ranged from $26 to $121.99.

The case is Cox et al v Spirit Airlines Inc, 2nd U.S. Circuit Court of Appeals, No. 18-3484.

(Reporting by Jonathan Stempel in New York; Editing by Richard Chang)

Apollo and Athene to Acquire PK AirFinance From GECAS

NEW YORK, Aug. 29, 2019 (GLOBE NEWSWIRE) — Apollo Global Management, LLC (together with its consolidated subsidiaries, “Apollo”) (APO); Athene Holding Ltd. (ATH); and GE Capital, the financial services arm of GE (GE), today announced that they have entered into a definitive agreement for Apollo and Athene to purchase PK AirFinance, an aviation lending business, from GE Capital’s Aviation Services (GECAS) unit. In connection with this transaction, Apollo will acquire the PK AirFinance aircraft lending platform and Athene will acquire PK AirFinance’s existing portfolio of loans.

PK AirFinance is a leading aircraft lending business that serves airlines, aircraft traders, lessors, investors and financial institutions globally with loans to borrowers in more than 40 countries. Financial details of the transaction were not disclosed, although the $3.6 billion of PK AirFinance financing receivables that were held for sale in the second quarter of 2019 are being sold at a premium to book value in this transaction.

Alec Burger, GE Capital President & CEO, said, “Apollo’s vast lending experience, complementary platforms, and exceptional track record across diversified assets and geographies make it the ideal partner to accelerate PK AirFinance’s growth. This sale is aligned to GE Capital’s overall strategy to become smaller and simpler, and our commitment to reduce our assets by $10 billion in 2019 is now more than halfway complete. We continue to focus on shrinking GE Capital’s balance sheet, achieving a debt-to-equity ratio of less than 4x by 2020, and supporting GE Industrial growth through our remaining GECAS, Energy Financial Services, and Industrial Finance businesses.”

Jim Belardi, CEO of Athene, said, “This transaction provides us with a unique opportunity to acquire a large, diversified portfolio of high-quality loans with attractive risk-adjusted returns. In addition, this deal is another great example of the unique benefits of our strategic relationship with Apollo and its commitment to building direct origination platforms in support of the continued growth of our business.”

James Zelter, Co-President of Apollo, said, “We are very excited to be acquiring the PK AirFinance platform which, under GE’s outstanding stewardship, has become one of the world’s leading aircraft lending businesses, and is highly complementary to our existing aircraft leasing capabilities. This transaction also demonstrates our ongoing commitment to meet the investment needs of Athene and our clients, and is consistent with our objective to continue to expand Apollo’s capabilities to directly originate high quality assets.”

PK AirFinance’s team of investment professionals, who primarily focus on originations and syndications as well as underwriting and portfolio management, will transfer to Apollo upon completion of the transaction.

Per Waldelof, president of PK AirFinance, said, “We have a great team of experts with tremendous execution capabilities and a proven ability to deliver results. We are confident that this transaction will ensure the continued stability of our business. We are excited for the opportunity to continue to serve our customers and the industry as part of the team at Apollo.”

The completion of the acquisition is subject to customary conditions and is expected to close during the fourth quarter of 2019. Citi and Goldman Sachs & Co. LLC provided financial advice and Paul, Weiss, Rifkind, Wharton & Garrison LLP and Clifford Chance LLP provided legal advice to GE Capital. Citi, RBC Capital Markets, and Mizuho provided debt financing for the transaction, and RBC Capital Markets served as financial advisor to Apollo.

Rostec Ready for 737 MAX Out of Court Deal with Boeing

MOSCOW (Reuters) – A unit of Russian conglomerate Rostec said on Tuesday it was ready for an out-of-court settlement with Boeing over its order for 35 Boeing 737 MAX jets, a spokesman for Rostec’s subsidiary Avia Capital Service told Reuters.

Boeing MAX 737 jets have been grounded worldwide and airlines are cancelling multimillion contracts following crashes in October and March that killed 346 people.

Earlier on Tuesday, Rostec said its unit had filed a lawsuit in the United States to cancel its order for the 35 MAX jets. The Financial Times, which first reported the move, said Avia Capital Service gave Boeing a cash deposit of $35 million.

A spokesman for Avia Capital Service told Reuters that delivery of the jets was first scheduled for October 2019 but was moved to March 2022. The Rostec unit had paid Boeing a deposit and was suffering losses from non-delivery, he said.

“If Boeing executives show a good will, we are ready to hold talks and find a mutually-beneficial out-of-court settlement for compensation of the losses we have suffered,” he said.

He added that the jets were ordered for a number of Russian air companies, including domestic low-cost firm Pobeda, a unit of the state carrier Aeroflot.

Russia is mainly using Boeing and Airbus jets for passenger flights, with a number of domestic airlines also adding Russian-made regional Sukhoi Superjet aircraft to their fleets.

The Rostec subsidiary now wants the deposit to be returned by Boeing with interest, along with $75 million in “lost profit” and about $115 million in compensatory damages, plus “several times the amount” in punitive damages, the FT said.

Rostec declined to provide further details about the lawsuit.

(Reporting by Gleb Stolyarov; writing by Anton Kolodyazhnyy and Tom Balmforth; Editing by Sherry Jacob-Phillips/Katya Golubkova and Emelia Sithole-Matarise)

Embraer Earnings Results for 2nd Quarter 2019

HIGHLIGHTS

• Embraer delivered 26 commercial and 25 executive (19 light and 6 large) jets during 2Q19, compared to 28 commercial jets and 20 executive (15 light and 5 large) jets in 2Q18

• The Company’s firm order backlog at the end of 2Q19 was US$ 16.9 billion, up from the US$ 16.0 billion reported at the end of 1Q19. Embraer achieved book-to-bills of above 1x in each of its major business units during the quarter, led by sales performance in the Executive Jets segment

• EBIT and EBITDA in 2Q19 were US$ 26.6 million and US$ 67.0 million, respectively, yielding EBIT margin of 1.9% and EBITDA margin of 4.9%. In the first six months of 2019 the Company’s EBIT was US$ 11.4 million (EBIT margin of 0.5%) and EBITDA was US$ 97.9 million (EBITDA margin of 4.4%)

• 2Q19 Net income attributable to Embraer shareholders and Earnings per ADS were US$ 7.2 million and US$ 0.04, respectively. Adjusted net loss (excluding deferred income tax and social contribution) for 2Q19 was US$ (13.9) million, with Adjusted loss per ADS of US$ (0.08). Embraer reported adjusted net loss in 2Q18 of US$ (0.4) million, for an adjusted loss per ADS of US$ (0.002) in the quarter

• Embraer reported 2Q19 Free cash flow of US$ 1.5 million, versus free cash flow of US$ 43.3 million reported in 2Q18. The Company expects free cash flow generation to improve in the second half of the year given higher expected aircraft deliveries and cash inflows related to Defense & Security contracts

• The Company finished the quarter with total cash of US$ 2,478.8 million and total debt of US$ 3,569.1 million, yielding a net debt position of US$ 1,090.3 million at the end of 2Q19

• The Company reaffirms all aspects of its 2019 financial and deliveries guidance.

Avianca Advances Plan to Manage Outstanding Liabilities

BOGOTA, Colombia, July 22, 2019 /PRNewswire/ — Avianca Holdings S.A. (NYSE: AVH) today announced that, in connection with its previously announced re-profiling plan for its capital structure, the company has temporarily deferred payments on certain long-term leases and on payment of principal on certain loan obligations.  Avianca Holdings has engaged in discussions with its main strategic lenders and other creditors to establish terms that will preserve current liquidity levels and enable Avianca Holdings to advance its re-profiling plan, which is aimed at strengthening the company’s financial position. Over the last two weeks, members of Avianca Holdings’ senior management team have met with more than 50 of Avianca Holdings’ strategic lenders and other creditors with the objective of reaching an agreement on the terms and conditions of the proposed deferrals. Importantly, obligations related to Avianca Holdings’ day-to-day operations remain current, and such operations, including flight schedules and other ordinary course operations, will remain unaffected.

Avianca Holdings affirms that it is current on all existing interest obligations and that Avianca Holdings actively seeks to arrive at a mutually satisfactory agreement with its strategic lenders and other creditors for a short-term deferral of principal amortization payments, as well as extensions of its credit facilities. Avianca Holdings intends to resume scheduled principal payments once these agreements have been successfully reached, as Avianca Holdings’ proposal is for all creditors to be paid in full, including principal and interest.

In connection with its re-profiling program, Avianca Holdings today made a separate announcement regarding an exchange offer for its outstanding 8.375% Senior Notes due 2020. Avianca Holdings is current on its interest obligations with respect to its outstanding senior notes and is not otherwise in default on its outstanding 2020 Senior Notes.

Avianca Holdings has the full support in this decision of its Board of Directors.  Since May 24, 2019, Kingsland Holdings, through its ownership of ordinary shares of Avianca Holdings and authority to vote the ordinary shares of Avianca Holdings owned by BRW Aviation LLC, has effective control of Avianca Holdings.  As previously announced, United Airlines and Kingsland Holdings have indicated that they would be willing to offer new financing to Avianca, if required and requested, of up to $250 million, provided that certain commitments are assumed by other interested parties.

With the announced temporary suspension of principal payments, as well as the previously announced proposed financing by United Airlines and Kingsland Holdings, and the continued implementation of Avianca Holdings’ 2021 transformation plan, Avianca Holdings expects to strengthen its cash balances in the near future, at which time, Avianca Holdings will resume normal payment of its obligations.  Furthermore, Avianca Holdings has stated that the outstanding 2019 Colombian Peso-denominated corporate bond issued by Aerovías del Continente Americano – Avianca S.A. is not part of the deferral program and that such bond will be paid in accordance with its terms.

About Avianca Holdings
Avianca is the commercial brand that identifies the passenger, cargo transportation airlines and on ground services integrated in the Company with a team of more than 21,000 employees. The terms “Avianca Holdings” or “the Company” refer to the consolidated entity. The original source-language text of this announcement is the official, authoritative version, Translations are provided as an accommodation only, and should be cross-referenced with the source-language text, which is the only version of the text intended to have legal effect.

Pioneer Railcorp Shareholders Approve Merger with BRX

PEORIA, Ill., July 19, 2019 /PRNewswire/ — Pioneer Railcorp (OTC: PRRR, “Pioneer”), a railroad holding company that owns short-line railroads and several other railroad-related businesses including a railroad equipment company and a contract switching services company, today announced that its shareholders have approved the previously announced definitive merger agreement with BRX Transportation Holdings, LLC (“BRX”), an entity formed by Brookhaven Rail Partners (“Brookhaven”), Related Infrastructure (“Related”) and Stephens Capital Partners LLC (“Stephens”). The proposal to approve the merger agreement and the transactions contemplated thereby was approved with voting results as follows:

Under the terms of the merger agreement, BRX will acquire through merger all of the outstanding shares of Pioneer’s Class A common stock. Shareholders other than Heartland will receive $18.81 per share in cash and the Heartland shares will be cancelled without consideration.

Consummation of the merger remains subject to various closing conditions, including operating performance by Pioneer within a specified working capital floor and debt ceiling.  Subject to satisfaction of the closing conditions, the transaction is expected to close in late July 2019. Upon closing of the transaction, Pioneer will become a wholly-owned subsidiary of BRX and its Class A common stock will cease trading on the OTC Markets.

Arnold & Porter is acting as legal advisor to BRX in this transaction.  BMO Capital Markets is serving as exclusive financial advisor to Pioneer in connection with this transaction and Briggs and Morgan, P.A. is acting as Pioneer’s legal advisor.

About Pioneer
Pioneer Railcorp is the parent company of 15 short-line common carrier railroad operations, an equipment leasing company, two service companies and a contract services switching company.  Pioneer and its subsidiaries operate in the following states:  Alabama, Arkansas, Georgia, Illinois, Indiana, Iowa, Kansas, Michigan, Mississippi, Ohio, Pennsylvania and Tennessee.  For more information on Pioneer, please visit www.Pioneer-Railcorp.com

About Brookhaven
Brookhaven Rail Partners is an affiliate of Denver-based Brookhaven Capital Partners, a privately held, real estate and infrastructure investment and management firm.  Brookhaven and its principals have a 25-year track record of investing in, operating and developing critical transportation assets that support industry, and promote new economic development, community investment, and job creation.  For more information on Brookhaven, please visit www.BrookhavenPartners.com

American Airlines Announces Webcast of Q2 2019 Results

FORT WORTH, Texas — American Airlines Group (NASDAQ: AAL) will webcast a live audio feed of its second quarter 2019 financial results conference call with financial analysts and journalists Thursday, July 25, at 7:30 a.m. Central Time.

The webcast will be available to the public on a listen-only basis at aa.com/investorrelations. An archive of the call will be available on the website through Aug. 26.

Aircraft, Aircrafts, American Airlines, plane, planes, Livery, Exterior

Southwest Expects 737 MAX Cancellations Beyond October 1

CHICAGO, July 1 (Reuters) – Southwest Airlines expects it will have to remove the grounded Boeing Co 737 MAX jets from its flying schedule beyond the current Oct. 1 re-entry date following the discovery of a fresh safety issue, Chief Executive Gary Kelly told employees on Monday.

Last week, Boeing said that it would take until at least September to solve 737 MAX software issues – later than airlines had been expecting – after U.S. aviation regulators uncovered a new problem during simulator sessions.

“I’m sure this will cause us to have to take the MAX out of the schedule beyond Oct. 1,” Kelly said in an internal update, adding that the company would also see “what other modifications we might need to make our plans for this year because it’s obviously extending well beyond what I had hoped.”

Kelly did not elaborate on the possible modifications. So far, the Texas-based airline has tried to substitute its MAX routes with spare aircraft but has still been forced to cancel about 115 daily flights.

American Airlines Group and United Airlines Holdings , the other two U.S. carriers that operate the 737 MAX, have removed the jetliner from their flying schedules until early September.

The three airlines are expected to provide more details on the financial toll of a prolonged MAX grounding during second quarter results later in July.

Boeing’s fast-selling narrowbody was grounded worldwide in March following two deadly crashes within five months.

(Reporting by Tracy Rucinski, Editing by Rosalba O’Brien)

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