8-K
Global Crossing Airlines Group Inc. (JETMF)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 10, 2023
GLOBAL CROSSING AIRLINES GROUP INC.
(Exact name of registrant as specified in its charter)
| Delaware | 000-56409 | 98-1350261 |
|---|---|---|
| (State or Other Jurisdiction<br> <br>of Incorporation) | (Commission<br> <br>File Number) | (I.R.S. Employer<br> <br>Identification No.) |
4200 NW 36^th^ Street, Building 5A
Miami International Airport
Miami, FL 33166
(Address of Principal Executive Office) (Zip Code)
(786) 751-8503
(Registrant’s telephone number, including area code)
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:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Item 2.02 Results of Operations and Financial Condition
Global Crossing Airlines Group Inc. (the “Company”) is furnishing this information under Item 2.02 of Form 8-K.
The information in this Current Report, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information in this Current Report, including Exhibit 99.1, shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act.
On May 10, 2023, the Company issued a press release announcing its financial results for the three months ended March 31, 2023. A copy of the press release is attached as Exhibit 99.1.
Item 7.01 Regulation FD Disclosure.
On May 10, 2023, a representative of the Company made presentations to investors using slides containing the information attached to this Current Report on Form 8-K as Exhibit 99.1 (the “Investor Presentation”) and incorporated herein by reference.
The information contained in the Investor Presentation is summary information that is intended to be considered in the context of the Company’s Securities and Exchange Commission (“SEC”) filings and other public announcements that the Company may make, by press release or otherwise, from time to time. The Company undertakes no duty or obligation to publicly update or revise the information contained in this report, although it may do so from time to time as its management believes is warranted. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure.
The Investor Presentation includes financial information not prepared in accordance with generally accepted accounting principles (“Non-GAAP Financial Measures”). By filing this Current Report on Form 8-K and furnishing the information contained herein, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD.
The information presented in Item 7.01 of this Current Report on Form 8-K and Exhibit 99.2 shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or specifically incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01 Exhibits
| Exhibit No. | Name |
|---|---|
| 99.1 | Press release of the Company, dated May 10, 2023 |
| 99.2 | Investor Presentation Slideshow in use beginning May 10, 2023 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| GLOBAL CROSSING AIRLINES GROUP INC. | ||
|---|---|---|
| Date: May 11, 2023 | By: | /s/ Edward J. Wegel |
| Name: Edward J. Wegel<br> <br>Title: Chief Executive Officer |
EX-99.1
Exhibit 99.1
NEWS RELEASE
Global Crossing Airlines Announces $32.5M in Revenue for Q1
with Adjusted EBITDAR of $2.5M
Reaffirms Revenue Forecast over $140M in 2023
May 10, 2023
MIAMI, FL (GLOBE NEWSWIRE) — Global Crossing Airlines Group, Inc. (JET: NEO; JET.B: NEO; JETMF: OTCQB) (the “Company” or “GlobalX”) today reported first quarter 2023 financial results. All figures are in United States dollars.
First Quarter 2023 Financial Results
Total operating revenue for Q1 2023 was $32.2 million. This represents an increase of $15.8 million or 96.3% when compared to Q1 2022. In addition, GlobalX operated 3,134 revenue block hours in Q1 2023 representing an 81% increase over the number of block hours operated in Q1 2022.
Q1 2023 results on an Adjusted EBITDAR^(1)^ basis were $2.5 million, an Adjusted EBITDA^(1)^ basis of approximately ($2.9) million and Adjusted EPS^(1)^ of $(0.07). The Company’s financial results were negatively impacted by a number of factors, including: (i) accelerated cockpit crew hiring and training to prepare for a busy 2023 summer schedule resulting in an increase of approximately $1.4 million in training expenses; (ii) the deferral of a major US government contract from January to May, which represented approximately $6 million in revenue; (iii) continued delay in delivery of our first A321 freighter which resulted in lost revenue of approximately $1.5 million; (iv) uncontrollable delays of passenger aircraft from heavy maintenance resulting in 171 days of available aircraft time; and (v) the incurrence of cargo related expenses in anticipation of A321F revenue hours in Q1 which were not flown. The Company expects compensation from third parties to be paid to us because of the late deliveries which it expects to receive in 2023 of approximately $2.25 million.
Ed Wegel, Chair and CEO of the Company stated “Q1 is traditionally the lowest revenue quarter of the year. Our team performed exceedingly well in a tough operating environment with continued delivery delays of aircraft out of heavy maintenance and the deferral of certain government contracts. We finished all requirement for the major certifications we need to continue to grow, started revenue cargo operations, and built the infrastructure of people and systems to fly a very heavy flying schedule for the second half of 2023; specifically adding over 25 pilots and 36 flight attendants.”
2023 Update
Mr. Wegel added “The Company remains very bullish on 2023 with its cargo certification completed and its first A321 freighter having started revenue operations in Q1. The Company is also expecting the delivery of the second A321 freighter in late May, which will be operating in June. We expect full year revenue in 2023 of over of $140 million, with $65 million in revenue during the first half of the year. To date for all of 2023, we have contracted for 12,827 block hours and expect to contract an additional 10,000 hours subject to aircraft delivery dates. This compares to 10,615 block hours contracted in 2022.”
The Company’s current plan is to add up to four more A321Fs during the course of 2023.
Q1 Highlights
| • | Received full operating approvals from the FAA to operate A321 freighters and placed into service its first A321<br>freighter. |
|---|---|
| • | Finished all requirements for the Company’s IATA IOSA certification, its Department of Defense certification<br>and its EASA TCO, which will allow the Company to fully operate within Europe for summer 2023 |
| --- | --- |
| • | Signed agreements with TUI-fly Netherlands, Allegiant, and RedWay Air out<br>of Lincoln, Nebraska. |
| --- | --- |
Liquidity
GlobalX ended the quarter with $14.7 million in current assets, an increase of $2.9 million compared to December 31, 2022.
Current liabilities increased from $27.9 million in 2022 to $34.1 million in Q1 2023 mainly due to an increase of deferred revenue for future flying, customer deposits and current portion of long-term operating leases due to the increase in the fleet size.
GlobalX is in discussions with third parties for additional capital in the form of debt, convertible debt, or equity to further invest in the business and facilitate the continued growth of the fleet, including the acquisition of additional leased aircraft, as well as for additional working capital.
Outlook
Guidance items provided in this release are based on Company’s current estimates and are not a guarantee of future performance. GlobalX is providing revenue guidance of over $140 million in revenue for 2023 based on a fleet of 9 passenger and 2 cargo aircraft, a 69% increase over 2022. Currently $104 million of this revenue is contracted. The Company will provide updated guidance as it takes delivery of additional aircraft to the current projected fleet of 9 passenger and 2 cargo aircraft.
| (1) | Refer below to the section “Non-GAAP Financial Measures” for<br>additional information. |
|---|
Conference Call/Webcast Detail
GlobalX will be hosting a webinar on May 10^th^, 2023 to provide a business update and discuss the Q1 results.
When: May 10, 2023, 02:00 PM Eastern Time (US and Canada)
Topic: Global Crossing Airlines – Q1 2023 Earnings Release & Management Update
Register in advance for this webinar:
https://us02web.zoom.us/webinar/register/WN_rXhTf36US5-GiZy-zt5Zjw
After registering, you will receive a confirmation email containing information about joining the webinar.
For more information, please contact:
Ryan Goepel,Chief Financial Officer
Email: ryan.goepel@globalxair.com
Tel: 786.751.8503
| JET: NEO | www.globalairlinesgroup.com | Page 2 of 8 |
|---|
GLOBAL CROSSING AIRLINES GROUP INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
| March 31,2023(Unaudited) | December 31,2022 | |||||
|---|---|---|---|---|---|---|
| Current Assets | ||||||
| Cash and cash equivalents | $ | 2,200,686 | $ | 1,875,673 | ||
| Restricted cash | $ | 5,026,968 | $ | 3,585,261 | ||
| Accounts receivable, net of allowance | $ | 3,992,347 | $ | 2,664,174 | ||
| Prepaid expenses and other current assets | $ | 2,314,057 | $ | 2,193,449 | ||
| Current assets held for sale | $ | 1,149,893 | $ | 1,405,741 | ||
| Total Current Assets | $ | 14,683,951 | $ | 11,724,298 | ||
| Property and equipment, net | $ | 2,551,930 | $ | 2,441,288 | ||
| Finance leases, net | $ | 3,834,109 | $ | 2,710,899 | ||
| Operating lease<br>right-of-use assets | $ | 42,314,668 | $ | 27,952,609 | ||
| Deposits and other assets | $ | 7,025,696 | $ | 6,334,878 | ||
| Total Assets | $ | 70,410,354 | $ | 51,163,973 | ||
| Current liabilities | ||||||
| Accounts payable | $ | 5,355,869 | $ | 4,997,080 | ||
| Accrued liabilities | $ | 11,485,746 | $ | 9,458,629 | ||
| Deferred revenue | $ | 5,477,557 | $ | 3,200,664 | ||
| Customer deposits | $ | 2,272,720 | $ | 1,617,337 | ||
| Current portion of notes payable | $ | 1,811,668 | $ | 1,810,468 | ||
| Current portion of long-term operating leases | $ | 7,271,902 | $ | 6,445,915 | ||
| Current portion of finance leases | $ | 461,867 | $ | 335,527 | ||
| Total current liabilities | $ | 34,137,329 | $ | 27,865,621 | ||
| Other liabilities | ||||||
| Note payable | $ | 7,831,750 | $ | 5,081,294 | ||
| Long-term operating leases | $ | 36,759,367 | $ | 23,189,835 | ||
| Other liabilities | $ | 3,305,093 | $ | 2,282,892 | ||
| Total other liabilities | $ | 47,896,210 | $ | 30,554,020 | ||
| Commitments and Contingencies | $ | — | $ | — | ||
| Equity (Deficit) | ||||||
| Common stock - $.001 par value; 200,000,000 authorized; 56,298,351 and 53,440,482 issued and<br>outstanding as of March 31, 2023 and December 31, 2022, respectively | $ | 56,297 | $ | 53,440 | ||
| Additional paid-in capital | $ | 32,475,526 | $ | 30,774,197 | ||
| Retained deficit | $ | (44,155,008 | ) | $ | (38,083,304 | ) |
| Total stockholders’ equity (Deficit) | $ | (11,623,185 | ) | $ | (7,255,667 | ) |
| Total Liabilities and Equity (Deficit) | $ | 70,410,354 | $ | 51,163,973 |
See accompanying notes to condensed consolidated financial statements.
| JET: NEO | www.globalairlinesgroup.com | Page 3 of 8 |
|---|
GLOBAL CROSSING AIRLINES GROUP INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
| Three MonthsEndedMarch 31, 2023 | Three MonthsEndedMarch 31, 2022 | |||||
|---|---|---|---|---|---|---|
| Operating Revenue | $ | 32,150,554 | $ | 16,380,011 | ||
| Operating Expenses | ||||||
| Salaries, Wages, & Benefits | 11,167,593 | 5,865,074 | ||||
| Aircraft Fuel | 7,948,962 | 3,250,554 | ||||
| Maintenance, materials and repairs | 1,558,724 | 1,190,823 | ||||
| Depreciation and amortization | 443,139 | 23,312 | ||||
| Contracted ground and aviation services | 4,852,811 | 2,955,576 | ||||
| Travel | 2,253,833 | 1,295,110 | ||||
| Insurance | 948,781 | 857,268 | ||||
| Aircraft Rent | 5,644,028 | 3,359,674 | ||||
| Other | 2,862,672 | 2,345,908 | ||||
| Total Operating Expenses | 37,680,543 | 21,143,299 | ||||
| Operating Loss | (5,529,989 | ) | (4,763,288 | ) | ||
| Non-Operating Expenses | ||||||
| Interest Expense | 541,715 | 16,214 | ||||
| Total Non-Operating Expenses | 541,715 | 16,214 | ||||
| Loss before income taxes | (6,071,704 | ) | (4,779,502 | ) | ||
| Income tax expense | — | — | ||||
| Net Loss | (6,071,704 | ) | (4,779,502 | ) | ||
| Loss per share: | ||||||
| Basic | $ | (0.11 | ) | $ | (0.09 | ) |
| Diluted | $ | (0.11 | ) | $ | (0.09 | ) |
| Weighted average number of shares outstanding | 54,490,925 | 51,241,326 | ||||
| Fully diluted shares outstanding | 54,490,925 | 51,241,326 |
See accompanying notes to condensed consolidated financial statements.
| JET: NEO | www.globalairlinesgroup.com | Page 4 of 8 |
|---|
GLOBAL CROSSING AIRLINES GROUP INC.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(UNAUDITED)
| CommonStockNumber ofShares | Amount | AdditionalPaid inCapital | RetainedDeficit | Total | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Beginning – January 1, 2022 | **** | 51,237,876 | $ | 51,237 | $ | 26,456,900 | $ | (22,262,307 | ) | $ | 4,245,830 | **** |
| Issuance of shares – warrants and options exercised | 20,700 | 21 | 9,909 | — | 9,930 | |||||||
| Warrants issued | 2,130,642 | 2,130,642 | ||||||||||
| Share based compensation on stock options or RSUs | — | — | 382,612 | — | 382,612 | |||||||
| Loss for the period | — | — | — | (4,779,502 | ) | (4,779,502 | ) | |||||
| Ending – March 31, 2022 | **** | 51,258,576 | $ | 51,258 | $ | 28,980,063 | $ | (27,041,809 | ) | $ | 1,989,512 | **** |
| CommonStockNumber ofShares | Amount | AdditionalPaid inCapital | RetainedDeficit | Total | ||||||||
| Beginning – January 1, 2023 | **** | 53,440,482 | $ | 53,440 | $ | 30,774,197 | $ | (38,083,304 | ) | $ | (7,255,667 | ) |
| Issuance of shares – options exercised | 150,000 | $ | 150 | 67,106 | — | 67,256 | ||||||
| Issuance of shares - warrants exercised | 2,499,453 | $ | 2,499 | 1,133,802 | — | 1,136,301 | ||||||
| Issuance of shares - share based compensation on RSUs | 208,416 | $ | 208 | 500,421 | — | 500,629 | ||||||
| Loss for the period | — | — | — | (6,071,704 | ) | (6,071,704 | ) | |||||
| Ending – March 31, 2023 | **** | 56,298,351 | $ | 56,297 | $ | 32,475,526 | $ | (44,155,008 | ) | $ | (11,623,185 | ) |
See accompanying notes to condensed consolidated financial statements.
| JET: NEO | www.globalairlinesgroup.com | Page 5 of 8 |
|---|
GLOBAL CROSSING AIRLINES GROUP INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
| For The Three Months EndedMarch 31, | ||||||
|---|---|---|---|---|---|---|
| 2023 | 2022 | |||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||
| Net loss | $ | (6,071,704 | ) | $ | (4,779,502 | ) |
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||
| Depreciation | **** | 443,139 | **** | **** | 23,312 | **** |
| Bad debt expense (recovery) | **** | (17,540 | ) | **** | — | **** |
| Gain on sale of spare parts | **** | (55,744 | ) | **** | — | **** |
| Amortization of debt issue costs | **** | 250,457 | **** | **** | — | **** |
| Amortization of operating lease right of use asset | **** | 1,846,952 | **** | **** | 950,324 | **** |
| Share-based payments | **** | 500,630 | **** | **** | 382,612 | **** |
| Foreign exchange (gain) loss | **** | 1,200 | **** | **** | — | **** |
| Loss on sale of property | **** | 135,772 | **** | **** | — | **** |
| Interest on finance leases | **** | 93,009 | **** | **** | — | **** |
| Changes in assets and liabilities | ||||||
| Accounts receivable | **** | (1,254,889 | ) | **** | 275,953 | **** |
| Assets held for sale | **** | 255,848 | **** | **** | — | **** |
| Prepaid expenses and other current assets | **** | (120,608 | ) | **** | (839,677 | ) |
| Accounts payable | **** | 358,792 | **** | **** | 3,077,116 | **** |
| Accrued liabilities and other liabilities | **** | 4,803,034 | **** | **** | 729,211 | **** |
| Operating lease obligations | **** | (2,017,874 | ) | **** | (731,312 | ) |
| Other liabilities | **** | 154,651 | **** | **** | — | **** |
| Net cash used in operating activities | **** | (694,875 | ) | **** | (911,963 | ) |
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||
| Purchases of property and equipment | **** | (306,618 | ) | **** | (273,031 | ) |
| Deposits, deferred costs and other assets | **** | (823,971 | ) | **** | (617,849 | ) |
| Net cash used in investing activities | **** | (1,130,589 | ) | **** | (890,880 | ) |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||
| Payments to related party | **** | — | **** | **** | (197,558 | ) |
| Principal payments on finance leases | **** | (111,373 | ) | **** | — | **** |
| Proceeds on issuance of shares | **** | 1,203,557 | **** | **** | 9,930 | **** |
| Proceeds from note payable | **** | 2,500,000 | **** | **** | 5,925,529 | **** |
| Net cash provided by financing activities | **** | 3,592,184 | **** | **** | 5,737,901 | **** |
| Net increase in cash | **** | 1,766,720 | **** | **** | 3,935,058 | **** |
| Cash, cash equivalents and restricted cash - beginning of the period | **** | 5,460,934 | **** | **** | 7,994,001 | **** |
| Cash, cash equivalents and restricted cash - end of the period | $ | 7,227,654 | **** | $ | 11,929,059 | **** |
| Non-cash transactions | ||||||
| Right-of-use (ROU)<br>assets acquired through operating leases | $ | 16,209,011 | **** | **** | — | **** |
| Equipment acquired through finance leases | **** | 1,214,658 | **** | **** | — | **** |
| Cash paid for | ||||||
| Interest | $ | 291,258 | **** | **** | — | **** |
| Taxes | **** | — | **** | **** | — | **** |
See accompanying notes to condensed consolidated financial statements.
| JET: NEO | www.globalairlinesgroup.com | Page 6 of 8 |
|---|
Non-GAAP Financial Measures
The Company evaluates its financial performance utilizing various accounting principles generally accepted in the United States of America (“GAAP”) and non-GAAP financial measures, including Adjusted operating expenses, Adjusted operating income (loss), Adjusted operating margin, Adjusted pre-tax income (loss), Adjusted pre-tax margin, Adjusted net income (loss), Adjusted diluted earnings (loss) per share, adjusted EBITDA and adjusted EBITDAR. These non-GAAP financial measures are provided as supplemental information to the financial information presented in this press release that is calculated and presented in accordance with GAAP and these non-GAAP financial measures are presented because management believes that they supplement or enhance management’s, analysts’ and investors’ overall understanding of the Company’s underlying financial performance and trends and facilitate comparisons among current, past and future periods.
Because the non-GAAP financial measures are not calculated in accordance with GAAP, they should not be considered superior to and are not intended to be considered in isolation or as a substitute for the related GAAP financial measures presented in the press release and may not be the same as or comparable to similarly titled measures presented by other companies due to possible differences in the method of calculation and in the items being adjusted. We encourage investors to review our financial statements and other filings with the Securities and Exchange Commission in their entirety and not to rely on any single financial measure.
The information below provides an explanation of certain adjustments reflected in the non-GAAP financial measures and shows a reconciliation of non-GAAP financial measures reported in this press release (other than forward-looking non-GAAP financial measures) to the most directly comparable GAAP financial measures. Within the financial tables presented, certain columns and rows may not add due to the use of rounded numbers. Per unit amounts presented are calculated from the underlying amounts.
| EBITDAR Reconciliation | Three Months EndedMarch 31, 2023 | Three Months EndedMarch 31, 2022 | ||||
|---|---|---|---|---|---|---|
| Operating Loss | $ | (5,529,989 | ) | $ | (4,763,288 | ) |
| Depreciation and amortization | 443,139 | 23,312 | ||||
| EBITDA | **** | (5,086,850 | ) | **** | (4,739,976 | ) |
| Share-based compensation | 500,630 | 382,612 | ||||
| Pilots training | 1,435,433 | 928,241 | ||||
| A321F lease accounting adj | 240,000 | — | ||||
| Adjusted EBITDA | **** | (2,910,787 | ) | **** | (3,429,123 | ) |
| Aircraft Rent | 5,404,028 | 3,359,674 | ||||
| Adjusted EBITDAR | $ | 2,493,241 | **** | $ | (69,449 | ) |
| Reconciliation of Net Loss to Adjusted EPS | Three Months EndedMarch 31, 2023 | Three Months EndedMarch 31, 2022 | ||||
| Net Loss | $ | (6,071,704 | ) | $ | (4,779,502 | ) |
| Share-based compensation | 500,630 | 382,612 | ||||
| Aircraft Cargo Pilots Training and Excess Wages | 1,435,433 | 928,241 | ||||
| A321F lease accounting adj | 240,000 | — | ||||
| Adjusted Net Loss | $ | (3,895,641 | ) | $ | (3,468,649 | ) |
| Weighted average number of shares outstanding | **** | 54,490,925 | **** | **** | 51,241,326 | **** |
| Adjusted EPS | $ | (0.07 | ) | $ | (0.07 | ) |
| JET: NEO | www.globalairlinesgroup.com | Page 7 of 8 | ||||
| --- | --- | --- |
About Global Crossing Airlines
GlobalX is a US 121 domestic flag and supplemental Airline flying the Airbus A320 family aircraft. GlobalX flies as a passenger ACMI and charter airline serving the US, Caribbean, European and Latin American markets. In Q1 2023, GlobalX completed DOT and FAA approvals for ACMI cargo service flying the A321 freighter. For more information, please visit www.globalxair.com.
Cautionary Note Regarding Forward-Looking Statements
This news release contains certain “forward looking statements” and “forward-looking information”, as defined under applicable UnitedStates and Canadian securities laws, concerning anticipated developments and events that may occur in the future. Forward-looking statements contained in this news release include, but are not limited to, statements with respect to theCompany’s aircraft fleet size, the destinations that the Company intends to service, the expected delivery timelines for aircraft, future demand, increased block hours, future capacity estimates, future revenue expectations, expectationsrelated to future debt or equity financing and contracted revenue.
In certain cases, forward-looking statements can be identified by the use ofwords such as “plans”, “expects” “budget”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates” or variations of such words and phrases or statements thatcertain actions, events or results “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved” suggesting future outcomes, or other expectations, beliefs, plans,objectives, assumptions, intentions or statements about future events or performance. Forward-looking statements contained in this news release is based on certain factors and assumptions regarding, among other things, the receipt of financing tocontinue airline operations, the accuracy, reliability and success of GlobalX’s business model; GlobalX’s ability to accurately forecast demand; GlobalX will be able to successfully conclude definitive agreements for transactions subjectto LOI; the timely receipt of governmental approvals; the success of airline operations of GlobalX; GlobalX’s ability to successfully enter new geographic markets; the legislative and regulatory environments of the jurisdictions where GlobalXwill carry on business or have operations; the Company has or will have sufficient aircraft to provide the service; the impact of competition and the competitive response to GlobalX’s business strategy; the future price of fuel, and theavailability of aircraft. While the Company considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect.
Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievementsof the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include risks related to, the ability to obtain financing at acceptable terms, theimpact of general economic conditions, risks related to supply chain and labor disruptions, failure to retain or obtain sufficient aircraft, domestic and international airline industry conditions, failure to conclude definitive agreements fortransactions subject to LOI, the effects of increased competition from our market competitors and new market entrants, passenger demand being less than anticipated, the impact of the global uncertainty created byCOVID-19, future relations with shareholders, volatility of fuel prices, increases in operating costs, terrorism, pandemics, natural disasters, currency fluctuations, interest rates, risks specific to theairline industry, risks associated with doing business in foreign countries, the ability of management to implement GlobalX’s operational strategy, the ability to attract qualified management and staff, labor disputes, regulatory risks,including risks relating to the acquisition of the necessary licenses and permits; risks related to significant disruption in, or breach in security of GlobalX’s information technology systems and resultant interruptions in service and anyrelated impact on its reputation; and the additional risks identified in the “Risk Factors” section of the Company’s reports and filings with applicable Canadian securities regulators and the U.S. Securities and Exchange Commission.Although the Company has attempted to identify important factors that could cause actual results to differ materially from those described in the forward-looking statements, there may be other factors that cause results not to be as anticipated,estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements are made as of the date of this news release. Except as required by applicable securities laws, the Companydoes not undertake any obligation to publicly update any forward-looking statements. If GlobalX does update one or more forward-looking statements, no inference should be made that it will make additional updates with respect to those or otherforward-looking statements.
| JET: NEO | www.globalairlinesgroup.com | Page 8 of 8 |
|---|
EX-99.2
Exhibit 99.2
GLOBALX 2023 Q1 MANAGEMENT TEAM UPDATE May 10th, 2023 NEO:JET | NEO: JET.B | OTCQB:JETMF
GLOBALX AGENDA 1. Q1 COMMENTARY 2. Q1 2023 FINANCIAL RESULTS 3. 2023 OUTLOOK 4. FLEET UPDATE 5. PASSENGER SALES 6. CARGO 7. PILOT RECRUITMENT 8. CAPITAL MARKETS
GLOBALX OUR APPROACH TO THIS BUSINESS We take a long term view of this business We seek to build a durable, sustainable and long term profitable US Charter Airline We continually re-invest in the business Add aircraft (PAX & CARGO) Hire and train pilots Use information technology to its full capabilities to move towards total total paperless airline We integrate ground handling and fueling to better control our product and reduce costs We seek diversified revenue streams to reduce overall risk
GLOBALX Q1 IS A REFLECTION OF OUR APPROACH CARGO – Certification, and entry into revenue stream CUBA – Strong foundation flying for 3 largest tour operators PILOTS – Investment in pay and benefits to reduce attrition along with intense focus on recruitment and training INFRASTRUCTURE – dispatchers, schedulers, flight attendants CERTIFICATIONS – DoD, IOAS, EASA
GLOBALX COMMENTARY ALL $USD Q1 is traditionally the slowest quarters in commercial aviation Significant scheduled maintenance during Q1 required reducing the effective fleet by 2 aircraft units every month during the quarter much reduced scheduled Maintenance in the second half of 2 Accelerated hiring and training of pilots and Flight attendants t execute sold summer schedule Added two major tour operators effective March 1 providing stable long term cash flows ($3M per month and increasing efficiencies) Finalized and received key certifications DOD/IOSA/TCO Signed LOI’s for 2 additional A320 Pax aircraft Deferral of Major US government contract Cargo certification – 1st freighter operating in Q1
GLOBALX DELIVERING AGAINST KEY METRICS Total BLH per/Month Avg BLH per/AC Pilot Pool Net AC Days per/Month
GLOBALX Q1 2023 RESULTS $32.2M Revenue $2.5M** EBITDAR Earnings Before Interest, Taxes, Depreciation, Amortization and Rent Key metric in aviation to properly compare airlines who purchase aircraft vs lease aircraft $(2.9M)** EBITDA Earnings Before Interest, Taxes, Depreciation, Amortization ** Adjusted for $500k in share based compensation, $1.4M for pilot training in excess of current requirements and $240k for an A321F lease accounting adjustment Proforma results for Q1 assuming on time aircraft deliveries and no contract deferral is breakeven as forecast
GLOBALX OUTLOOK 2023 Maintain 2023 revenue forecast base case $140+ Million & positive EBITDA (74% under contract) 12,827 hours contracted for 2023 to date with the potential to contract up to 10,000 additional hours depending on aircraft delivery dates This compares to 10,615 total hours contracted in 2022 2023 fleet size target @ year end o Passenger – 9 to 12 aircraft o Cargo – 2 to 6 aircraft In addition: Plan to launch robust Department of Defense Contracts operating in late Q3 Complete ETOPS (Extended Twin Engine Operations) – 180 Minutes Finalize Colombian AOC applications and initiate cargo operations in Latin America Focusing on expanding both Passenger and Cargo charter businesses
GLOBALX Summer Operations North America (scheduled flights)
GLOBALX Summer Operations EUROPE (scheduled flights)
GLOBALX 2023 AIRCRAFT ADDED TO THE FLEET N837 VA A320 N410GX A321F
GLOBALX FLEET EVOLUTION BY AIRCRAFT Deliveries are driven by: Capital Pilots Ability to get aircraft out of heavy maintenance pre delivery 2022E Operating Fleet Composition 2023E Operating Fleet Composition 2024E Operating Fleet Composition 100% Passenger 66% Passenger 33% Cargo 60% Passenger 40% Cargo
GLOBALX AIRCRAFT DELIVERY PLAN Base Plan 1. N285GX - A320P - #9 – Delivered 2. N411GX - A321F - #2 – May 28 Target Plan
- N287GX - A319P - #10 – Q2 2. N412GX - A321F - #3 – Q2 3. N288GX – A320P - #11 – Q2 4. N453GX – A321F - #4 – Q3 5. N454GX – A321F - #5 – Q4 6. N436GX – A321F - #6 – Q4
GLOBALX PASSENGER SALES Revenue Streams Signed several key contracts: Two major tour operators: $3.0M per month 600+ ACMI hours with Lynx Air ($2.4M+) 240 hours per month with Red Way Air (Lincoln, NE) 150 hours per month for 4 months with Caribbean Airline (which could be extended) 2,000 ACMI hours per year with TUI for 3 years ($7M per year) Executed on our March Madness strategy Operated over 70 flights over 3 weeks, almost 50% of all flights for March Madness Focusing on securing NCAA Fall Football, DOD and other government businesses
GLOBALX CARGO Operated 21 days in Q1 Q2 – Second aircraft to start operations on June 1 First A321F – 100% dispatch reliability Operating costs and fuel burn less than forecast Lower belly loading system installed Big differentiator versus competition (737-800 and 757)
GLOBALX PILOT RECRUITMENT Grew pilot head count by 41% in Q1 Increased Pilot head count by another 30% in Q2 Utilizing major agreements have been implement increase pool of available pilots OSM Aviation Academy o CAE Pilot Program L3 Harris Pilot Pathway Program GlobalX Colombia – intended to attract Colombi American pilots without US Work permits to fly A32 freighters – eventually sponsor these pilots to work
GLOBALX INVESTOR RELATIONS NEO:JET | NEO: JET.B | OTCQB:JETMF Warrants Expired on April 26, 2023 4.6M SEVERAL INITIATIVES CONTINUING Digital program has increased mailing list by 14,000 names Attended two major microcap conferences Planet Micro Cap – Las Vegas o Sequire – Puerto Rico Registered to present at the Gravitas conference June 5 in Los Angeles Up listing to NASDAQ/NYSE planned in conjunction with growth capital/debt raise in 2023 CAP TABLE COMMON 37,965,572 CLASS A 5,537,313 CLASS B 13,217,209 Apr 28, 2021 7,537,313 1.50 29-Apr-26 Equity Financing Mar 28, 2022 4,838,707 1.24 28-Mar-24 Debenture Financing Total Options 570,668 Total RSUs 4,463,757 Total Outstanding Shares 56,720,094 Fully Diluted 74,130,539
GLOBALX Great Place To Work Certified MAY 2023-MAY 2024 USA NEO:JET | NEO: JET.B | OTCQB:JETMF