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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549


FORM 8-K

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

October 25, 2018
(Date of earliest event reported)

ALASKA AIR GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction of Incorporation)

1-8957
 
91-1292054
(Commission File Number)
 
(IRS Employer Identification No.)

19300 International Boulevard, Seattle, Washington
 
98188
(Address of Principal Executive Offices)
 
(Zip Code)

(206) 392-5040
(Registrant's Telephone Number, Including Area Code)


(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

o Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o





ITEM 2.02.  Results of Operations And Financial Condition

On October 25, 2018, Alaska Air Group, Inc. (Air Group) issued a press release reporting financial results for the third quarter of 2018.  The press release is furnished herein as Exhibit 99.1.

ITEM 7.01.  Regulation FD Disclosure

Pursuant to 17 CFR Part 243 (Regulation FD), the Company is submitting information relating to its financial and operational outlook in an Investor Update as attached in Exhibit 99.2.

In accordance with General Instruction B.2 of Form 8-K, the information under this item and Exhibit 99.2 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.  This report will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

ITEM 9.01  Financial Statements and Other Exhibits
 
Third Quarter 2018 Earnings Press Release dated October 25, 2018
 
Investor Update dated October 25, 2018

Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

ALASKA AIR GROUP, INC.                                                                           
Registrant

Date: October 25, 2018

/s/ Brandon S. Pedersen
Brandon S. Pedersen
Executive Vice President/Finance and Chief Financial Officer




Exhibit


Exhibit 99.1
https://cdn.kscope.io/c4756b74556c0ff1c76923f244fcfa42-alaskaairgrouplogoa69.jpg

October 25, 2018
Media contact:
 
Investor/analyst contact:
Media Relations
 
Matt Grady
(206) 304-0008
 
Director, Investor Relations
 
 
(206) 392-5382

Alaska Air Group Reports Third Quarter 2018 Results
Financial Highlights:
•
Reported net income for the third quarter under Generally Accepted Accounting Principles (GAAP) of $217 million, or $1.75 per diluted share, compared to net income of $259 million, or $2.09 per diluted share in the third quarter of 2017. As the company has recently implemented new accounting standards, including the standards relating to revenue recognition and retirement benefits, 2017 financial information has been adjusted.
•
Reported net income for the third quarter, excluding special items such as merger-related costs and mark-to-market fuel hedge accounting adjustments, of $237 million, or $1.91 per diluted share, compared to $270 million or $2.18 per diluted share, in the third quarter of 2017. This quarter's adjusted results compare to the First Call analyst consensus estimate of $1.81 per share.
•
Paid a $0.32 per-share quarterly cash dividend in the third quarter, a 7% increase over the dividend paid in the third quarter of 2017.
•
Repurchased a total of 582,942 shares of common stock for approximately $37 million in the first nine months of 2018.
•
Generated approximately $1 billion of operating cash flow in the first nine months of 2018, including merger-related costs and other special items.
•
Held $1.4 billion in unrestricted cash and marketable securities as of September 30, 2018.
•
Reduced debt-to-capitalization ratio to 49% as of September 30, 2018, compared to 53% as of December 31, 2017, and down from 59% immediately following our acquisition of Virgin America. Reduced long-term debt balance to $1.7 billion as of September 30, 2018 from $2.6 billion as of December 31, 2016.
Operational Highlights:
•
Updated food and beverage menus to highlight West Coast inspired fresh meals, snacks and local craft beers further enhancing the airline's onboard guest experience.
•
Announced one new route to Columbus, Ohio, which will begin service in March 2019, and two new routes to El Paso, Texas, which will begin service in February 2019.
•
Began our fleet-wide installation of satellite Wi-Fi, completing three Airbus aircraft during the quarter.
•
Completed the painting of Alaska livery on 16 Airbus aircraft, and expect to have 33 completed by the end of the year.
•
Finalized the integrated seniority list for our pilots; all groups except for aircraft technicians are now under a single contract and have an integrated seniority list.
•
Added three Boeing 737-900ER aircraft to the mainline operating fleet and four Embraer 175 (E175) aircraft to the regional operating fleet in the third quarter of 2018.

1


Recognition and Awards:
•
Named "Best U.S. Airline" by Condé Nast Traveler in their 2018 Reader's Choice Awards.
•
Ranked as the top U.S. airline in the Dow Jones Sustainability Index (DJSI) for the second consecutive year, receiving top scores for “corporate governance” and “efficiency.”
•
Ranked "Best Airline" in the U.S. and Canada by KAYAK.
•
Mileage Plan ranked first in the U.S. News & World Report's list of Best Airline Rewards Programs for the fourth consecutive year.
•
Mileage Plan ranked in the top three airlines among traditional and low cost carriers in the 2018 J.D. Power Loyalty Program study.
•
Ranked among Forbes' 2018 global list for "World's Best Employers" and national list for "America’s Best Employers for New Graduates."
SEATTLE — Alaska Air Group, Inc., (NYSE: ALK) today reported third quarter 2018 GAAP net income of $217 million, or $1.75 per diluted share, compared to $259 million, or $2.09 per diluted share in the third quarter of 2017. Excluding the impact of merger-related costs and mark-to-market fuel hedge adjustments, the company reported adjusted net income of $237 million, or $1.91 per diluted share, compared to $270 million, or $2.18 per diluted share, in 2017.
“In the nearly two years since our merger closed, we've now completed approximately 90% of our integration milestones," said Alaska CEO Brad Tilden. "With that work now behind us, we are doubling down on what we do best - keeping fares low, delivering leading operational performance and offering top-rated customer service. The recent recognition by Condé Nast Traveler shows what our people can accomplish when we focus on what's most important and pull together as one team."
The following table reconciles the company's reported GAAP net income and earnings per diluted share (diluted EPS) for the three and nine months ended September 30, 2018 and 2017 to adjusted amounts.

2


 
Three Months Ended September 30,
 
2018
 
2017(a)
(in millions, except per-share amounts)
Dollars
 
Diluted EPS
 
Dollars
 
Diluted EPS
GAAP net income and diluted EPS
$
217

 
$
1.75

 
$
259

 
$
2.09

Mark-to-market fuel hedge adjustments
5

 
0.04

 
(5
)
 
(0.04
)
Special items—merger-related costs
22

 
0.18

 
23

 
0.19

Income tax effect of reconciling items above
(7
)
 
(0.06
)
 
(7
)
 
(0.06
)
Non-GAAP adjusted net income and diluted EPS
$
237

 
$
1.91

 
$
270

 
$
2.18

 
Nine Months Ended September 30,
 
2018
 
2017(a)
(in millions, except per-share amounts)
Dollars
 
Diluted EPS
 
Dollars
 
Diluted EPS
GAAP net income and diluted EPS
$
414

 
$
3.34

 
$
645

 
$
5.19

Mark-to-market fuel hedge adjustments
(30
)
 
(0.24
)
 
7

 
0.06

Special items—employee tax reform bonus
25

 
0.20

 
—

 
—

Special items—merger-related costs
67

 
0.54

 
86

 
0.69

Income tax effect of reconciling items above
(15
)
 
(0.12
)
 
(35
)
 
(0.28
)
Non-GAAP adjusted net income and diluted EPS
$
461

 
$
3.72

 
$
703

 
$
5.66

(a)
Certain historical information has been adjusted to reflect the adoption of new accounting standards.
Statistical data, as well as a reconciliation of the reported non-GAAP financial measures, can be found in the accompanying tables. A glossary of financial terms can be found on the last page of this release.
A conference call regarding the third quarter results will be streamed online at 8:30 a.m. Pacific time on October 25, 2018. It can be accessed at www.alaskaair.com/investors. For those unable to listen to the live broadcast, a replay will be available after the conclusion of the call.

References in this news release to "Air Group," "company," "we," "us" and "our" refer to Alaska Air Group, Inc. and its subsidiaries, unless otherwise specified. Alaska Airlines, Inc., Horizon Air Industries, Inc., and Virgin America Inc. are referred to as "Alaska," "Horizon," and "Virgin America" respectively, and together as our "airlines."

This news release may contain forward-looking statements subject to the safe harbor protection provided by Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These statements relate to future events and involve known and unknown risks and uncertainties that may cause actual outcomes to be materially different from those indicated by any forward-looking statements. For a comprehensive discussion of potential risk factors, see Item 1A of the Company's Annual Report on Form 10-K for the year ended December 31, 2017, as well as in other documents filed by the Company with the SEC after the date thereof. Some of these risks include general economic conditions, increases in operating costs including fuel, competition, labor costs and relations, our indebtedness, inability to meet cost reduction goals, seasonal fluctuations in our financial results, an aircraft accident, changes in laws and regulations and risks inherent in the achievement of anticipated synergies and the timing thereof in connection with the acquisition of Virgin America. All of the forward-looking statements are qualified in their entirety by reference to the risk factors discussed therein. We operate in a continually changing business environment, and new risk factors emerge from time to time. Management cannot predict such new risk factors, nor can it assess the impact, if any, of such new risk factors on our business or events described in any forward-looking statements. We expressly disclaim any obligation to publicly update or revise any forward-looking statements after the date of this report to conform them to actual results. Over time, our actual results, performance or achievements will likely differ from the anticipated results, performance, or achievements that are expressed or implied by our forward-looking statements, and such differences might be significant and materially adverse.

Alaska Airlines and its regional partners fly 44 million guests a year to more than 115 destinations with an average of 1,200 daily flights across the United States and to Mexico, Canada and Costa Rica. With Alaska and Alaska Global Partners, guests can earn and redeem miles on flights to more than 900 destinations worldwide. Alaska Airlines ranked "Highest in Customer Satisfaction Among Traditional Carriers in North America" in the J.D. Power North America Airline Satisfaction Study for 11 consecutive years from 2008 to 2018. Learn about Alaska's award-winning service at newsroom.alaskaair.com and blog.alaskaair.com. Alaska Airlines and Horizon Air are subsidiaries of Alaska Air Group (NYSE: ALK).
###

3


CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
Alaska Air Group, Inc.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
(in millions, except per-share amounts)
2018
 
2017(a)
 
Change
 
2018
 
2017(a)
 
Change
Operating Revenues:
 
 
 
 
 
 
 
 
 
 
 
Passenger revenue
$
2,043

 
$
1,958

 
4
 %
 
$
5,725

 
$
5,505

 
4
 %
Mileage Plan other revenue
114

 
105

 
9
 %
 
329

 
314

 
5
 %
Cargo and other
55

 
47

 
17
 %
 
146

 
133

 
10
 %
Total Operating Revenues
2,212

 
2,110

 
5
 %
 
6,200

 
5,952

 
4
 %
Operating Expenses:
 
 
 
 
 
 
 
 
 
 
 
Wages and benefits
549

 
477

 
15
 %
 
1,629

 
1,397

 
17
 %
Variable incentive pay
27

 
40

 
(33
)%
 
104

 
98

 
6
 %
Aircraft fuel, including hedging gains and losses
513

 
368

 
39
 %
 
1,397

 
1,051

 
33
 %
Aircraft maintenance
107

 
88

 
22
 %
 
320

 
271

 
18
 %
Aircraft rent
82

 
70

 
17
 %
 
233

 
204

 
14
 %
Landing fees and other rentals
135

 
124

 
9
 %
 
371

 
338

 
10
 %
Contracted services
70

 
76

 
(8
)%
 
227

 
234

 
(3
)%
Selling expenses
79

 
92

 
(14
)%
 
245

 
277

 
(12
)%
Depreciation and amortization
99

 
95

 
4
 %
 
290

 
275

 
5
 %
Food and beverage service
53

 
50

 
6
 %
 
158

 
145

 
9
 %
Third-party regional carrier expense
38

 
30

 
27
 %
 
114

 
84

 
36
 %
Other
141

 
150

 
(6
)%
 
423

 
421

 
—
 %
Special items—merger-related costs
22

 
23

 
(4
)%
 
67

 
86

 
(22
)%
Special items—other
—

 
—

 
—
 %
 
25

 
—

 
NM

Total Operating Expenses
1,915

 
1,683

 
14
 %
 
5,603

 
4,881

 
15
 %
Operating Income
297

 
427

 
(30
)%
 
597

 
1,071

 
(44
)%
Nonoperating Income (Expense):
 
 
 
 
 
 
 
 
 
 
 
Interest income
11

 
9

 
 
 
29

 
25

 
 
Interest expense
(22
)
 
(26
)
 
 
 
(71
)
 
(77
)
 
 
Interest capitalized
5

 
5

 
 
 
14

 
13

 
 
Other—net
(7
)
 
2

 
 
 
(20
)
 
1

 
 
Total Nonoperating Income (Expense)
(13
)
 
(10
)
 
 
 
(48
)
 
(38
)
 
 
Income (Loss) Before Income Tax
284

 
417

 
 
 
549

 
1,033

 
 
Income tax expense
67

 
158

 
 
 
135

 
388

 
 
Net Income (Loss)
$
217

 
$
259

 
 
 
$
414

 
$
645

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic Earnings (Loss) Per Share:
$
1.76

 
$
2.10

 
 
 
$
3.36

 
$
5.22

 
 
Diluted Earnings (Loss) Per Share:
$
1.75

 
$
2.09

 
 
 
$
3.34

 
$
5.19

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Shares Used for Computation:
 
 
 
 
 
 
 
 
 
 
 
Basic
123.224

 
123.467

 
 
 
123.216

 
123.501

 
 
Diluted
123.864

 
124.220

 
 
 
123.804

 
124.341

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash dividend declared per share:
$
0.320

 
$
0.300

 
 
 
$
0.960

 
$
0.900

 
 
(a)
Certain historical information has been adjusted to reflect the adoption of new accounting standards.


4


CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)
 
 
 
Alaska Air Group, Inc.
 
 
 
 
 
 
 
(in millions)
September 30, 2018
 
December 31, 2017(a)
Cash and marketable securities
$
1,397

 
$
1,621

 
 

 
 

Total current assets
2,056

 
2,152

Property and equipment—net
6,495

 
6,284

Goodwill
1,943

 
1,943

Intangible assets
128

 
133

Other assets
271

 
234

Total assets
10,893

 
10,746

 
 
 
 
Air traffic liability
950

 
806

Current portion of long-term debt
345

 
307

Other current liabilities
1,593

 
1,573

Current liabilities
2,888

 
2,686

Long-term debt
1,684

 
2,262

Other liabilities and credits
2,530

 
2,338

Shareholders' equity
3,791

 
3,460

Total liabilities and shareholders' equity
$
10,893

 
$
10,746

 
 

 
 

Debt-to-capitalization ratio, adjusted for aircraft operating leases(b)
49
%
 
53
%
 
 

 
 

Number of common shares outstanding
123.361

 
123.061

(a)
Certain historical information has been adjusted to reflect the adoption of new accounting standards.
(b)
Calculated using the present value of remaining aircraft lease payments.




5


OPERATING STATISTICS SUMMARY (unaudited)
Alaska Air Group, Inc.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2018
 
2017
 
Change
 
2018
 
2017
 
Change
Consolidated Operating Statistics:(a)
 
 
 
 
 
 
 
 
 
 
 
Revenue passengers (000)
12,128
 
11,639
 
4.2%
 
34,685
 
33,038
 
5.0%
RPMs (000,000) "traffic"
14,386
 
13,811
 
4.2%
 
41,272
 
39,072
 
5.6%
ASMs (000,000) "capacity"
16,943
 
16,164
 
4.8%
 
49,256
 
46,169
 
6.7%
Load factor
84.9%
 
85.4%
 
(0.5) pts
 
83.8%
 
84.6%
 
(0.8) pts
Yield(d)
14.20¢
 
14.18¢
 
0.1%
 
13.87¢
 
14.10¢
 
(1.6)%
RASM(d)
13.05¢
 
13.06¢
 
(0.1)%
 
12.59¢
 
12.89¢
 
(2.3)%
CASMex(b)(d)
8.15¢
 
8.00¢
 
1.9%
 
8.35¢
 
8.11¢
 
3.0%
Economic fuel cost per gallon(b)
$2.33
 
$1.80
 
29.4%
 
$2.26
 
$1.76
 
28.4%
Fuel gallons (000,000)
218
 
207
 
5.3%
 
631
 
592
 
6.6%
ASM's per gallon
77.7
 
78.1
 
(0.5)%
 
78.1
 
78.0
 
0.1%
Average number of full-time equivalent employees (FTE)
21,804
 
20,743
 
5.1%
 
21,575
 
19,723
 
9.4%
Mainline Operating Statistics:
 
 
 
 
 
 
 
 
 
 
 
Revenue passengers (000)
9,435
 
9,136
 
3.3%
 
27,107
 
25,850
 
4.9%
RPMs (000,000) "traffic"
13,096
 
12,694
 
3.2%
 
37,677
 
36,045
 
4.5%
ASMs (000,000) "capacity"
15,343
 
14,796
 
3.7%
 
44,730
 
42,397
 
5.5%
Load factor
85.4%
 
85.8%
 
(0.4) pts
 
84.2%
 
85.0%
 
(0.8) pts
Yield(d)
13.18¢
 
13.23¢
 
(0.4)%
 
12.95¢
 
13.13¢
 
(1.4)%
RASM(d)
12.28¢
 
12.35¢
 
(0.6)%
 
11.90¢
 
12.19¢
 
(2.4)%
CASMex(b)(d)
7.34¢
 
7.30¢
 
0.5%
 
7.58¢
 
7.34¢
 
3.3%
Economic fuel cost per gallon(b)
$2.32
 
$1.79
 
29.6%
 
$2.25
 
$1.76
 
27.8%
Fuel gallons (000,000)
189
 
183
 
3.3%
 
549
 
526
 
4.4%
ASM's per gallon
81.2
 
80.9
 
0.4%
 
81.5
 
80.6
 
1.1%
Average number of FTE's
16,499
 
15,862
 
4.0%
 
16,330
 
15,439
 
5.8%
Aircraft utilization
11.4
 
11.4
 
—%
 
11.4
 
11.1
 
2.7%
Average aircraft stage length
1,291
 
1,300
 
(0.7)%
 
1,293
 
1,296
 
(0.2)%
Operating fleet
231
 
218
 
13 a/c
 
231
 
218
 
13 a/c
Regional Operating Statistics:(c)
 
 
 
 
 
 
 
 
 
 
 
Revenue passengers (000)
2,693
 
2,503
 
7.6%
 
7,578
 
7,188
 
5.4%
RPMs (000,000) "traffic"
1,290
 
1,117
 
15.5%
 
3,595
 
3,027
 
18.8%
ASMs (000,000) "capacity"
1,600
 
1,368
 
17.0%
 
4,526
 
3,772
 
20.0%
Load factor
80.6%
 
81.7%
 
(1.1) pts
 
79.4%
 
80.2%
 
(0.8) pts
Yield(d)
24.50¢
 
25.15¢
 
(2.6)%
 
23.49¢
 
25.65¢
 
(8.4)%
RASM(d)
20.41¢
 
20.61¢
 
(1.0)%
 
19.32¢
 
20.67¢
 
(6.5)%
Operating fleet
89
 
83
 
6 a/c
 
89
 
83
 
6 a/c
(a)
Except for FTEs, data includes information related to third-party regional capacity purchase flying arrangements.
(b)
See a reconciliation of this non-GAAP measure and Note A for a discussion of potential importance of this measure to investors in the accompanying pages.
(c)
Data presented includes information related to flights operated by Horizon and third-party carriers.
(d)
Certain historical information has been adjusted to reflect the adoption of new accounting standards.

6


OPERATING SEGMENTS (unaudited)
Alaska Air Group, Inc.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2018
(in millions)
Mainline
 
Regional
 
Horizon
 
Consolidating & Other
 
Air Group Adjusted(a)
 
Special Items(b)
 
Consolidated
Operating revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
Passenger revenues
$
1,727

 
$
316

 
$
—

 
$
—

 
$
2,043

 
$
—

 
$
2,043

CPA revenues
—

 
—

 
128

 
(128
)
 
—

 
—

 
—

Mileage Plan other revenue
104

 
10

 
—

 
—

 
114

 
—

 
114

Cargo and other
53

 
—

 
2

 
—

 
55

 
—

 
55

Total operating revenues
1,884

 
326

 
130

 
(128
)
 
2,212

 
—

 
2,212

Operating expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses, excluding fuel
1,126

 
267

 
118

 
(131
)
 
1,380

 
22

 
1,402

Economic fuel
438

 
70

 
—

 
—

 
508

 
5

 
513

Total operating expenses
1,564

 
337

 
118

 
(131
)
 
1,888

 
27

 
1,915

Nonoperating income (expense)
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest income
15

 
—

 
—

 
(4
)
 
11

 
—

 
11

Interest expense
(20
)
 
—

 
(6
)
 
4

 
(22
)
 
—

 
(22
)
Interest capitalized
4

 
—

 
1

 
—

 
5

 
—

 
5

Other
(5
)
 
(2
)
 
—

 
—

 
(7
)
 
—

 
(7
)
Total Nonoperating income (expense)
(6
)
 
(2
)
 
(5
)
 
—

 
(13
)
 
—

 
(13
)
Income (loss) before income tax
$
314

 
$
(13
)
 
$
7

 
$
3

 
$
311

 
$
(27
)
 
$
284

 
Three Months Ended September 30, 2017(c)
(in millions)
Mainline
 
Regional
 
Horizon
 
Consolidating & Other
 
Air Group Adjusted(a)
 
Special Items(b)
 
Consolidated
Operating revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
Passenger revenues
$
1,677

 
$
281

 
$
—

 
$
—

 
$
1,958

 
$
—

 
$
1,958

CPA revenues
—

 
—

 
112

 
(112
)
 
—

 
—

 
—

Mileage Plan other revenue
97

 
8

 
—

 
—

 
105

 
—

 
105

Cargo and other
46

 
—

 
1

 
—

 
47

 
—

 
47

Total operating revenues
1,820

 
289

 
113

 
(112
)
 
2,110

 
—

 
2,110

Operating expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses, excluding fuel
1,081

 
219

 
104

 
(112
)
 
1,292

 
23

 
1,315

Economic fuel
328

 
45

 
—

 
—

 
373

 
(5
)
 
368

Total operating expenses
1,409

 
264

 
104

 
(112
)
 
1,665

 
18

 
1,683

Nonoperating income (expense)
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest income
12

 
—

 
—

 
(3
)
 
9

 
—

 
9

Interest expense
(25
)
 
—

 
(4
)
 
3

 
(26
)
 
—

 
(26
)
Interest capitalized
5

 
—

 
—

 
—

 
5

 
—

 
5

Other
2

 
—

 
—

 
—

 
2

 
—

 
2

Total Nonoperating income (expense)
(6
)
 
—

 
(4
)
 
—

 
(10
)
 
—

 
(10
)
Income (loss) before income tax
$
405

 
$
25

 
$
5

 
$
—

 
$
435

 
$
(18
)
 
$
417


7


 
Nine Months Ended September 30, 2018
(in millions)
Mainline
 
Regional
 
Horizon
 
Consolidating & Other
 
Air Group Adjusted(a)
 
Special Items(b)
 
Consolidated
Operating revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
Passenger revenues
$
4,880

 
$
845

 
$
—

 
$
—

 
$
5,725

 
$
—

 
$
5,725

CPA revenues
—

 
—

 
375

 
(375
)
 
—

 
—

 
—

Mileage Plan other revenue
301

 
28

 
—

 
—

 
329

 
—

 
329

Cargo and other
141

 
1

 
4

 
—

 
146

 
—

 
146

Total operating revenues
5,322

 
874

 
379

 
(375
)
 
6,200

 
—

 
6,200

Operating expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses, excluding fuel
3,392

 
755

 
345

 
(378
)
 
4,114

 
92

 
4,206

Economic fuel
1,237

 
190

 
—

 
—

 
1,427

 
(30
)
 
1,397

Total operating expenses
4,629

 
945

 
345

 
(378
)
 
5,541

 
62

 
5,603

Nonoperating income (expense)
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest income
39

 
—

 
—

 
(10
)
 
29

 
—

 
29

Interest expense
(64
)
 
—

 
(16
)
 
9

 
(71
)
 
—

 
(71
)
Interest capitalized
12

 
—

 
2

 
—

 
14

 
—

 
14

Other
(9
)
 
(11
)
 
—

 
—

 
(20
)
 
—

 
(20
)
Total Nonoperating income (expense)
(22
)
 
(11
)
 
(14
)
 
(1
)
 
(48
)
 
—

 
(48
)
Income (loss) before income tax
$
671

 
$
(82
)
 
$
20

 
$
2

 
$
611

 
$
(62
)
 
$
549

 
Nine Months Ended September 30, 2017(c)
(in millions)
Mainline
 
Regional
 
Horizon
 
Consolidating & Other
 
Air Group Adjusted(a)
 
Special Items(b)
 
Consolidated
Operating revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
Passenger revenues
$
4,729

 
$
776

 
$
—

 
$
—

 
$
5,505

 
$
—

 
$
5,505

CPA revenues
—

 
—

 
317

 
(317
)
 
—

 
—

 
—

Mileage Plan other revenue
291

 
23

 
—

 
—

 
314

 
—

 
314

Cargo and other
127

 
3

 
3

 
—

 
133

 
—

 
133

Total operating revenues
5,147

 
802

 
320

 
(317
)
 
5,952

 
—

 
5,952

Operating expenses
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating expenses, excluding fuel
3,111

 
625

 
323

 
(315
)
 
3,744

 
86

 
3,830

Economic fuel
924

 
120

 
—

 
—

 
1,044

 
7

 
1,051

Total operating expenses
4,035

 
745

 
323

 
(315
)
 
4,788

 
93

 
4,881

Nonoperating income (expense)
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest income
29

 
—

 
—

 
(4
)
 
25

 
—

 
25

Interest expense
(72
)
 
—

 
(9
)
 
4

 
(77
)
 
—

 
(77
)
Interest capitalized
12

 
—

 
1

 
—

 
13

 
—

 
13

Other
1

 
—

 
—

 
—

 
1

 
—

 
1

Total Nonoperating income (expense)
(30
)
 
—

 
(8
)
 
—

 
(38
)
 
—

 
(38
)
Income (loss) before income tax
$
1,082

 
$
57

 
$
(11
)
 
$
(2
)
 
$
1,126

 
$
(93
)
 
$
1,033

(a)
The Air Group Adjusted column represents the financial information that is reviewed by management to assess performance of operations and determine capital allocation and does not include certain charges. See Note A in the accompanying pages for further information.
(b)
Includes merger-related costs, an employee bonus awarded in January in connection with the Tax Cuts and Jobs Act, and mark-to-market fuel hedge accounting adjustments.
(c)
Certain historical information has been adjusted to reflect the adoption of new accounting standards.

8


GAAP TO NON-GAAP RECONCILIATIONS (unaudited)
 
 
 
 
Alaska Air Group, Inc.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CASM Excluding Fuel and Special Items Reconciliation
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2018
 
2017(b)
 
2018
 
2017(b)
Consolidated:
 
 
 
 
 
 
 
CASM

11.30
¢
 

10.41
¢
 

11.38
¢
 

10.57
¢
Less the following components:
 
 
 

 
 
 
 
Aircraft fuel, including hedging gains and losses
3.02

 
2.27

 
2.84

 
2.27

Special items—merger-related costs and other(a)
0.13

 
0.14

 
0.19

 
0.19

CASM excluding fuel and special items

8.15
¢
 

8.00
¢
 

8.35
¢
 

8.11
¢
 
 
 
 
 
 
 
 
Mainline:
 
 
 
 
 
 
 
CASM

10.37
¢
 

9.64
¢
 

10.49
¢
 

9.74
¢
Less the following components:
 
 
 

 
 
 
 
Aircraft fuel, including hedging gains and losses
2.89

 
2.18

 
2.70

 
2.20

Special items—merger-related costs and other(a)
0.14

 
0.16

 
0.21

 
0.20

CASM excluding fuel and special items

7.34
¢
 

7.30
¢
 

7.58
¢
 

7.34
¢
(a)
Special items include merger-related costs and an employee bonus awarded in January in connection with the Tax Cuts and Jobs Act.
(b)
Certain historical information has been adjusted to reflect the adoption of new accounting standards.

Fuel Reconciliation
 
Three Months Ended September 30,
 
2018
 
2017
(in millions, except for per-gallon amounts)
Dollars
 
Cost/Gallon
 
Dollars
 
Cost/Gallon
Raw or "into-plane" fuel cost
$
520

 
$
2.38

 
$
368

 
$
1.78

(Gains) losses on settled hedges
(12
)
 
(0.05
)
 
5

 
0.02

Consolidated economic fuel expense
508

 
2.33

 
373

 
1.80

Mark-to-market fuel hedge adjustment
5

 
0.02

 
(5
)
 
(0.02
)
GAAP fuel expense
$
513

 
$
2.35

 
$
368

 
$
1.78

Fuel gallons
218

 
 
 
207

 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30,
 
2018
 
2017
(in millions, except for per gallon amounts)
Dollars
 
Cost/Gallon
 
Dollars
 
Cost/Gallon
Raw or "into-plane" fuel cost
$
1,450

 
$
2.30

 
$
1,030

 
$
1.74

(Gains) losses on settled hedges
(23
)
 
(0.04
)
 
14

 
0.02

Consolidated economic fuel expense
$
1,427

 
$
2.26

 
$
1,044

 
$
1.76

Mark-to-market fuel hedge adjustment
(30
)
 
(0.05
)
 
7

 
0.01

GAAP fuel expense
$
1,397

 
$
2.21

 
$
1,051

 
$
1.77

Fuel gallons
631

 
 
 
592

 
 


9


Debt-to-capitalization, adjusted for aircraft operating leases
(in millions)
September 30, 2018
 
December 31, 2017(a)
Long-term debt
$
1,684

 
$
2,262

Capitalization of aircraft operating leases(b)
1,887

 
1,671

Adjusted debt
3,571

 
3,933

Shareholders' equity
3,791

 
3,460

Total Invested Capital
$
7,362

 
$
7,393

 
 
 
 
Debt-to-capitalization ratio, adjusted for aircraft operating leases
49
%
 
53
%
(a)
Certain historical information has been adjusted to reflect the adoption of new accounting standards.
(b)
Calculated using the present value of remaining aircraft lease payments.


10



Note A: Pursuant to Regulation G, we are providing reconciliations of reported non-GAAP financial measures to their most directly comparable financial measures reported on a GAAP basis. We believe that consideration of these non-GAAP financial measures may be important to investors for the following reasons:

•
By eliminating fuel expense and certain special items (including merger-related costs) from our unit metrics, we believe that we have better visibility into the results of operations and our non-fuel cost-reduction initiatives. Our industry is highly competitive and is characterized by high fixed costs, so even a small reduction in non-fuel operating costs can result in a significant improvement in operating results. In addition, we believe that all domestic carriers are similarly impacted by changes in jet fuel costs over the long run, so it is important for management (and thus investors) to understand the impact of (and trends in) company-specific cost drivers such as labor rates and productivity, airport costs, maintenance costs, etc., which are more controllable by management.

•
Cost per ASM (CASM) excluding fuel and certain special items, such as merger-related costs, is one of the most important measures used by management and by the Air Group Board of Directors in assessing quarterly and annual cost performance.

•
Adjusted income before income tax and CASM excluding fuel (and other items as specified in our plan documents) are important metrics for the employee incentive plan, which covers the majority of Air Group employees.

•
CASM excluding fuel and certain special items is a measure commonly used by industry analysts, and we believe it is the basis by which they compare our airlines to others in the industry. The measure is also the subject of frequent questions from investors.

•
Disclosure of the individual impact of certain noted items provides investors the ability to measure and monitor performance both with and without these special items. We believe that disclosing the impact of certain items, such as merger-related costs and mark-to-market hedging adjustments, is important because it provides information on significant items that are not necessarily indicative of future performance. Industry analysts and investors consistently measure our performance without these items for better comparability between periods and among other airlines.

•
Although we disclose our passenger unit revenues, we do not (nor are we able to) evaluate unit revenues excluding the impact that changes in fuel costs have had on ticket prices. Fuel expense represents a large percentage of our total operating expenses. Fluctuations in fuel prices often drive changes in unit revenues in the mid-to-long term. Although we believe it is useful to evaluate non-fuel unit costs for the reasons noted above, we would caution readers of these financial statements not to place undue reliance on unit costs excluding fuel as a measure or predictor of future profitability because of the significant impact of fuel costs on our business.


11


GLOSSARY OF TERMS

Aircraft Utilization - block hours per day; this represents the average number of hours per day our aircraft are in transit

Aircraft Stage Length - represents the average miles flown per aircraft departure

ASMs - available seat miles, or “capacity”; represents total seats available across the fleet multiplied by the number of miles flown

CASM - operating costs per ASM, or "unit cost"; represents all operating expenses including fuel and special items

CASMex - operating costs excluding fuel and special items per ASM; this metric is used to help track progress toward reduction of non-fuel operating costs since fuel is largely out of our control

Debt-to-capitalization ratio - represents adjusted debt (long-term debt plus the present value of future operating lease payments) divided by total equity plus adjusted debt

Diluted Earnings per Share - represents earnings per share (EPS) using fully diluted shares outstanding

Diluted Shares - represents the total number of shares that would be outstanding if all possible sources of conversion, such as stock options, were exercised

Economic Fuel - best estimate of the cash cost of fuel, net of the impact of our fuel-hedging program

Free Cash Flow - total operating cash flow generated less cash paid for capital expenditures

Load Factor - RPMs as a percentage of ASMs; represents the number of available seats that were filled with paying passengers

Mainline - represents flying Boeing 737 and Airbus 320 family jets and all associated revenues and costs

Productivity - number of revenue passengers per full-time equivalent employee

RASM - operating revenue per ASMs, or "unit revenue"; operating revenue includes all passenger revenue, freight & mail, Mileage Plan and other ancillary revenue; represents the average total revenue for flying one seat one mile

Regional - represents capacity purchased by Alaska from Horizon, SkyWest and PenAir. In this segment, Regional records actual on-board passenger revenue, less costs such as fuel, distribution costs, and payments made to Horizon, SkyWest and PenAir under the respective capacity purchased arrangement (CPAs). Additionally, Regional includes an allocation of corporate overhead such as IT, finance, other administrative costs incurred by Alaska and on behalf of Horizon.

RPMs - revenue passenger miles, or "traffic"; represents the number of seats that were filled with paying passengers; one passenger traveling one mile is one RPM

Yield - passenger revenue per RPM; represents the average revenue for flying one passenger one mile


12
Exhibit


Exhibit 99.2
https://cdn.kscope.io/c4756b74556c0ff1c76923f244fcfa42-alaskaairgrouplogoa70.jpg

Investor Update - October 25, 2018

References in this update to “Air Group,” “Company,” “we,” “us,” and “our” refer to Alaska Air Group, Inc. and its subsidiaries, unless otherwise specified.

This update includes forecasted operational and financial information for our consolidated operations. Our disclosure of operating cost per available seat mile, excluding fuel and other items, provides us (and may provide investors) with the ability to measure and monitor our performance without these items. The most directly comparable GAAP measure is total operating expenses per available seat mile. However, due to the large fluctuations in fuel prices, we are unable to predict total operating expenses for any future period with any degree of certainty. In addition, we believe the disclosure of fuel expense on an economic basis is useful to investors in evaluating our ongoing operational performance. Please see the cautionary statement under “Forward-Looking Information.”

We are providing information about estimated fuel prices and our hedging program. Management believes it is useful to compare results between periods on an “economic basis.” Economic fuel expense is defined as the raw or “into-plane” fuel cost less any cash we receive from hedge counterparties for hedges that settle during the period, offset by the recognition of premiums originally paid for those hedges that settle during the period. Economic fuel expense more closely approximates the net cash outflow associated with purchasing fuel for our operation.

Forward-Looking Information
This update contains forward-looking statements subject to the safe harbor protection provided by Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These statements relate to future events and involve known and unknown risks and uncertainties that may cause actual outcomes to be materially different from those indicated by any forward-looking statements. For a comprehensive discussion of potential risk factors, see Item 1A of the Company's Annual Report on Form 10-K for the year ended December 31, 2017, as well as in other documents filed by the Company with the SEC after the date thereof. Some of these risks include general economic conditions, increases in operating costs including fuel, competition, labor costs and relations, our indebtedness, inability to meet cost reduction goals, seasonal fluctuations in our financial results, an aircraft accident, changes in laws and regulations, and risks inherent in the achievement of anticipated synergies and the timing thereof in connection with the acquisition of Virgin America. All of the forward-looking statements are qualified in their entirety by reference to the risk factors discussed therein. We operate in a continually changing business environment, and new risk factors emerge from time to time. Management cannot predict such new risk factors, nor can it assess the impact, if any, of such new risk factors on our business or events described in any forward-looking statements. We expressly disclaim any obligation to publicly update or revise any forward-looking statements after the date of this report to conform them to actual results. Over time, our actual results, performance or achievements will likely differ from the anticipated results, performance or achievements that are expressed or implied by our forward-looking statements, and such differences might be significant and materially adverse.




AIR GROUP - CONSOLIDATED

Forecast Information
 
Forecast
Full Year 2018
 
Full Year 2017
As Adjusted (a)
 
% Change
 
Prior Guidance September 17, 2018
Capacity (ASMs in millions)
65,375 - 65,425
 
62,072
 
~ 5.3%
 
65,510 - 65,660
Cost per ASM excluding fuel and special items (cents)
8.50¢ - 8.52¢
 
8.25¢
 
~ 3.2%
 
8.50¢ - 8.53¢
Fuel gallons (millions)
839
 
797
 
~ 5.3%
 
840
 
Forecast
Q4 2018
 
Q4 2017
As Adjusted (a)
 
% Change
 
Prior Guidance September 17, 2018
Capacity (ASMs in millions)
16,120 - 16,170
 
15,901
 
~ 1.4%
 
N/A
Revenue per ASM (cents) (a)
12.40¢ - 12.60¢
 
12.21¢
 
~1.5% - 3.5%
 
N/A
Cost per ASM excluding fuel and special items (cents)
8.97¢ - 9.01¢
 
8.68¢
 
~ 3.6%
 
N/A
Fuel gallons (millions)
208
 
205
 
~ 1.4%
 
N/A
Economic fuel cost per gallon(b)
$2.37
 
$2.00
 
~ 18.5%
 
N/A
(a)
RASM and CASMex in the preceding forecast information reflect the impacts of the updated accounting standards, effective for the Company January 1, 2018. Information not impacted by the updated accounting standards (Fuel Gallons and Economic fuel cost per gallon) has not been restated. Additionally, certain reclassifications have been made to prior year financial statements to conform to classifications used in the current year.
(b)
Our economic fuel cost per gallon estimate for the fourth quarter includes the following per-gallon assumptions: crude oil cost—$1.64 (approximately $69 per barrel), refining margin—55 cents, benefit of settled hedges—3 cents, with the remaining difference due to taxes and other into-plane costs.

2018 Forecasted Capacity and CASMex by Quarter
The following table shows 2018 quarterly forecasted capacity by segment and forecasted consolidated CASMex with percent change on an adjusted basis from the same period in the prior year. Certain reclassifications have been made to prior year financial information to conform to classifications used in the current year.
 
Actual
 
Forecast
 
Q1
 
Q2
 
Q3
 
Q4
 
Full Year
Mainline ASMs
6.3%
 
6.6%
 
~ 3.7%
 
~ (0.3)%
 
~ 4.0%
Regional ASMs
21.8%
 
21.6%
 
~ 17.0%
 
~ 20.0%
 
~ 20.0%
Total Air Group ASMs
7.5%
 
7.8%
 
~ 4.8%
 
~ 1.4%
 
~ 5.3%
 
 
 
 
 
 
 
 
 
 
CASMex (cents)
8.81¢
 
8.14¢
 
8.15¢
 
8.97¢ - 9.01¢
 
8.50¢ - 8.52¢
2017 CASMex (cents) as adjusted
8.38¢
 
7.98¢
 
8.00¢
 
8.68¢
 
8.25¢




Capacity and Capital Expenditures Forecast
The guidance below is based on our current expectation of capacity growth and capital expenditures.
(in millions, except %)
2018
 
2019
 
2020
Capacity (ASMs) growth
5.3%
 
~ 2%
 
~ 4%
Targeted capital expenditures
~$1,000
 
~$750
 
~$750

Nonoperating Expense

We expect that our consolidated nonoperating expense will be approximately $10 million in the fourth quarter of 2018.

Effective Tax Rate
We expect the 2018 full year effective tax rate to be approximately 25%.

Future Fuel Hedge Positions

All of our future oil positions are call options, which are designed to effectively cap the cost of the crude oil component of our jet fuel purchases. Our crude oil positions are as follows:
 
Approximate % of Expected Fuel Requirements
 
Weighted-Average Crude Oil Price per Barrel
 
Average Premium Cost per Barrel
Remainder 2018
51
%
 
$
68

 
$
1

First Quarter 2019
50
%
 
72

 
1

Second Quarter 2019
40
%
 
73

 
2

Third Quarter 2019
30
%
 
75

 
2

Fourth Quarter 2019
20
%
 
77

 
2

Full Year 2019
35
%

$
74


$
2

First Quarter 2020
10
%
 
76

 
3

Full Year 2020
2
%
 
$
76

 
$
3