EX-99.1 2 mesa-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

Mesa Air Group Reports Third Quarter Fiscal 2024 Results

 

October 16, 2024

 

PHOENIX, October 16, 2024 – Mesa Air Group, Inc. (NASDAQ: MESA) (“Mesa” or the “Company”) today reported third quarter fiscal 2024 financial and operating results.

 

Third Quarter Fiscal 2024 Update:

Total operating revenues of $110.8 million, United Express contract revenue 8.0% higher year-over-year
Pre-tax loss of $20.7 million, net loss of $19.9 million, or $(0.48) per diluted share
Adjusted net loss of $9.4 million, or $(0.23) per diluted share
Adjusted EBITDAR1 of $10.6 million
Operated at a 99.94% controllable completion factor

 

United CPA and Fleet Update:

Extended increased block-hour rate on E-175 flying in current United CPA through August 31, 2025
At United’s request, agreed to accelerate transition of fleet to all E-175s by March 1, 2025
United to reimburse costs up to $14 million associated with transition
United to purchase two CRJ-700s formerly leased to a third party for total proceeds of $11.0 million, $4.5 million of which will pay down the related outstanding obligations
Mesa and United remain in discussions for an enhanced CPA to support long-term profitability

 

Additional Updates:

During June quarter, entered agreements to sell 23 CF34-8C engines for total proceeds of $33.5 million, $29.0 million of which will pay down U.S. Treasury debt
Completed all asset transactions to eliminate RASPRO finance lease obligation
Generated $9.6 million from sale of approximately 2.3 million common shares of Archer Aviation, Inc. (“Archer”), originally acquired for $5.0 million, with Mesa still retaining up to approximately 1.17 million unvested equity warrants in Archer


“While we were pleased to experience an 8.0% increase in United Express contract revenue, our third-quarter block-hours were negatively impacted by a lag as we removed CRJ-900s from our contractual fleet and trained pilots to fly our E-175s,” said Jonathan Ornstein, Chairman and CEO. “We generated positive adjusted EBITDAR for the second straight quarter given improving fleet mix and cost control. We continue to monetize our surplus assets and will direct proceeds toward reducing the related obligations and, as a result, interest expense. We were modestly operating cash flow-positive during the third quarter.

 

“Importantly, we have extended the increased block-hour rate in our CPA with United into next year. United has also agreed to reimburse Mesa for expenses associated with the transition to fully flying E-175 aircraft. The updated financial terms and our ongoing planning with United is critical as we rebuild our E-175 fleet utilization and margin runway through fiscal year 2025. We currently have the pilot resources to fly increased E-175 block hours, and have started the process of recalling pilots from furlough in anticipation of improved aircraft utilization.

 

“While we are not yet providing a forecast for fiscal year 2025, our focus continues to be on increasing utilization and maintaining overall operational performance,” continued Ornstein. “As we transition into flying all E-175s, we will look to drive additional efficiencies from operating a single fleet type. We will also continue to consider longer-term financial and strategic opportunities to enhance the business.”

 

Third Quarter Fiscal 2024 Details

 


 

Total operating revenues in Q3 2024 were $110.8 million, a decrease of $3.9 million, or 3.4%, from $114.7 million for Q3 2023. Contract revenue increased $1.2 million, or 1.3%, to $95.6 million, compared to $94.4 million in Q3 2023, driven by higher E-175 block-hour rates with United Airlines despite 3.3% fewer block hours. This increase was partially offset by higher deferred revenue in Q3 2024 and the wind-down of the DHL contract.

 

Pass-through revenue decreased by $5.1 million, or 25.3%, driven by lower pass-through maintenance expense. Mesa’s Q3 2024 results include, per GAAP, the deferral of $2.3 million in revenue, versus the recognition of $1.8 million of previously deferred revenue in Q3 2023. The remaining deferred revenue balance of $12.4 million will be recognized as flights are completed over the remaining term of the United contract.

 

Total operating expenses in Q3 2024 were $119.8 million, a decrease of $35.1 million, or 22.7%, versus Q3 2023. This decrease primarily reflects a $22.6 million lower asset impairment loss. In addition, maintenance expense decreased by $6.8 million primarily due to lower labor and pass-through costs, and flight operations expense was $6.1 million lower due to decreases in pilot wages and training costs. Depreciation and amortization expense decreased $5.6 million primarily due to the retirement and sale of CRJ aircraft and engines.

 

Mesa’s Q3 2024 results reflect a net loss of $19.9 million, or $(0.48) per diluted share, compared to a net loss of $47.6 million, or $(1.17) per diluted share, for Q3 2023. Mesa’s Q3 2024 adjusted net loss was $9.4 million, or $(0.23) per diluted share, versus an adjusted net loss of $27.2 million, or $(0.67) per diluted share, in Q3 2023.

 

Mesa’s adjusted EBITDA1 for Q3 2024 was $8.9 million, compared to an adjusted EBITDA loss of $1.8 million for Q3 2023. Adjusted EBITDAR was $10.6 million for Q3 2024, compared to an adjusted EBITDAR loss of $0.9 million for Q3 2023.

 

Third Quarter Fiscal 2024 Operating Performance

 

Operationally, the Company reported a controllable completion factor of 99.94% for United during Q3 2024. This is compared to a controllable completion factor of 98.83% for United during Q3 2023. Controllable completion factor excludes cancellations due to weather and air traffic control.

 

For Q3 2024, approximately 98% of the Company’s total revenue was derived from its contract with United. The Company’s CPA with United provided for 73 large (70/76 seats) jets, comprising a mix of E-175s and CRJ-900s. In Q3 2024, Mesa’s fleet mix comprised 55 E-175s and 18 CRJ-900s.

 

Balance Sheet and Liquidity

 

Mesa ended the June quarter with $16.3 million in unrestricted cash and cash equivalents. As of June 30, 2024, the Company had $366.4 million in total debt, secured primarily with aircraft and engines, compared to a balance of $577.5 million as of June 30, 2023. During the quarter, the Company made $22.3 million of debt payments related to CRJ engine sale transactions, $3.9 million in scheduled debt payments, and $5.0 million in principal payments associated with the restructuring of finance leases.

 

As of September 30, 2024, Mesa had $15.4 million in unrestricted cash and cash equivalents. Based on the most recent appraisal value of spare parts, Mesa had $12.4 million in available credit under its United facility, subject to approval.

 

About Mesa Air Group, Inc.

 

Headquartered in Phoenix, Arizona, Mesa Air Group, Inc. is the holding company of Mesa Airlines, a regional air carrier providing scheduled passenger service to 65 cities in 33 states, the District of Columbia, Cuba, and Mexico. As of September 30, 2024, Mesa operated a fleet of 67 aircraft, with approximately 260 daily departures. The Company had approximately 1,838 employees. Mesa operates all its flights as United Express pursuant to the terms of a capacity purchase agreement entered into with United Airlines, Inc.

 


 

Important Cautions Regarding Forward-Looking Statements

This Press Release includes information that constitutes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Words such as “anticipate”, “estimate”, “expect”, “project”, “plan”, “intend”, “believe”, “may”, “might”, “will”, “should”, “can have”, “likely” and similar expressions are used to identify forward-looking statements. These forward-looking statements are based on the Company’s current beliefs, assumptions, and expectations regarding future events, which in turn are based on information currently available to the Company. By their nature, forward-looking statements address matters that are subject to risks and uncertainties. A variety of factors could cause actual events and results to differ materially from those expressed in or contemplated by the forward-looking statements. These factors include, without limitation, the Company’s ability to respond in a timely and satisfactory matter to the inquiries by Nasdaq, the Company’s ability to regain compliance with Listing Rule, the Company’s ability to become current with its reports with the SEC, and the risk that the completion and filing of the Form 10-Qs will take longer than expected. For additional information about factors that could cause actual results to differ materially from those described in the forward-looking statements, please refer to the Company’s filings with the SEC, including the risk factors contained in its most recent Annual Report on Form 10-K and the Company’s other subsequent filings with the SEC. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by applicable laws.

 

Contact:

Mesa Air Group, Inc.

Media

media@mesa-air.com


Investor Relations
investor.relations@mesa-air.com 


 

MESA AIR GROUP, INC.

Consolidated Statements of Operations and Comprehensive (Loss) Income

(In thousands, except per share amounts) (Unaudited)

 

 

Three months

ended June 30,

 

Nine months

ended June 30,

 

2024

2023

 

2024

2023

Operating revenues:

 

 

 

 

 

   Contract revenue

 $ 95,596

 $ 94,356

 

 $ 310,516

$ 326,588

   Pass-through and other revenue

            15,197

            20,335

 

            50,636

57,111

      Total operating revenues

          110,793

114,691

 

          361,152

383,699

 

 

 

 

 

Operating expenses:

 

 

 

 

 

   Flight operations

            45,445

            51,557

 

           146,602

164,707

   Maintenance

            44,266

            51,072

 

           137,165

145,344

   Aircraft rent

             1,684

                864

 

             4,296

5,782

   General and administrative

            9,715

            11,346

 

            32,857

38,872

   Depreciation and amortization

             9,730

            15,316

 

             32,846

47,060

   Asset impairment

             7,880

            30,489

 

             50,923

50,951

   Loss/(Gain) on sale of assets

(6,722)

 

150

(7,271)

   Other operating expenses

             1,090

                999

 

             5,098

2,358

        Total operating expenses

          119,820

          154,921

 

          409,937

447,803

        Operating loss

            (9,027)

           (40,230)

 

           (48,785)

(64,104)

 

 

 

 

 

Other income (expense), net:

 

 

 

 

 

   Interest expense

 (9,032)

           (12,015)

 

 (30,832)

(36,321)

   Interest income

                  17

                  8

 

                  45

128

   (Loss)/Gain on investments

             (776)

                  —

 

             6,454

   Unrealized (Loss)/Gain on

      investments, net

            (2,025)

             2,859

 

            (6,073)

3,275

   Gain on extinguishment of debt

 

2,954

   Gain on debt forgiveness

 

10,500

   Other income (expense), net

               125

                (946)

 

               (234)

(540)

      Total other expense, net

      (11,691)

  (10,094)

 

            (17,186)

(33,458)

Loss before taxes

      (20,718)

           (50,324)

 

            (65,971)

(97,562)

Income tax expenses (benefit)

                (810)

            (2,764)

 

                  126

(5,791)

Net loss

$ (19,908)

 $ (47,560)

 

$ (66,097)

$ (91,771)

 

Net loss per share attributable to common shareholders

 

 

 

 

 

   Basic

 $ (0.48)

 $ (1.17)

 

 $ (1.61)

$ (2.35)

   Diluted

 $ (0.48)

 $ (1.17)

 

 $ (1.61)

$ (2.35)

 

Weighted-average common shares outstanding

 

 

 

 

 

   Basic

            41,217

            40,688

 

            41,075

38,986

   Diluted

            41,217

            40,688

 

            41,075

38,986

 


 

MESA AIR GROUP, INC.

Consolidated Balance Sheets

(In thousands, except shares) (Unaudited)

 

 

June 30,

2024

 

September 30,

2023

ASSETS

 

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

  Cash and cash equivalents

 

$ 16,302

 

 $ 32,940

  Restricted cash

 

                2,983

 

                 3,132

  Marketable securities

 

               5,442

 

  Receivables, net

 

             5,953

 

                 8,253

  Expendable parts and supplies, net

 

              30,652

 

               29,245

  Assets held for sale

 

              20,151

 

               57,722

  Prepaid expenses and other current assets

 

                3,425

 

                 7,294

     Total current assets

 

84,908

 

             138,586

 

 

 

 

Property and equipment, net

 

            497,914

 

             698,022

Lease and equipment deposits

 

                1,289

 

                 1,630

Operating lease right-of-use assets

 

                7,247

 

                 9,709

Deferred heavy maintenance, net

 

                7,209

 

                 7,974

Assets held for sale

 

              57,229

 

               12,000

Other assets

 

              8,569

 

               30,546

        TOTAL ASSETS

 

$ 664,365

 

 $ 898,467

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

  Current portion of long-term debt and finance leases

 

$ 72,769

 

 $ 163,550

  Current portion of deferred revenue

 

                4,443

 

                 4,880

  Current maturities of operating leases

 

                2,212

 

                 3,510

  Accounts payable

 

              64,409

 

               58,957

  Accrued compensation

 

              11,180

 

               10,008

  Other accrued expenses

 

              32,481

 

               27,001

      Total current liabilities

 

 187,494

 

    267,906

 

 

 

 

NONCURRENT LIABILITIES:

 

 

 

 

  Long-term debt and finance leases, excluding current portion

 

            287,749

 

             364,728

  Noncurrent operating lease liabilities

 

                6,412

 

                 8,077

  Deferred credits

 

                3,275

 

                 4,617

  Deferred income taxes

 

                8,059

 

                 8,414

  Deferred revenue, net of current portion

 

                7,963

 

               16,167

  Other noncurrent liabilities

 

              28,526

 

               28,522

     Total noncurrent liabilities

 

            341,984

 

             430,525

     Total liabilities

 

            529,478

 

             698,431

 

 

 

 

STOCKHOLDERS' EQUITY:

 

 

 

 


 

Common stock of no par value and additional paid-in capital, 125,000,000 shares authorized; 41,312,204 (2024) and 40,940,326 (2023) shares issued and outstanding, 4,899,497 (2024) and 4,899,497 (2023) warrants issued and outstanding

 

            272,104

 

             271,155

   Accumulated deficit

 

          (137,217)

 

              (71,119)

        Total stockholders' equity

 

            134,887

 

             200,036

        TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

 

 $ 664,365

 

 $ 898,467

 

MESA AIR GROUP, INC.

Operating Highlights

(Unaudited)

 

 

Three months ended

 

 

June 30,

 

 

2024

 

2023

 

Change

Available seat miles (thousands)

 

          962,669

 

       1,002,945

 

(4.0)%

Block hours

 

            43,813

 

            45,301

 

(3.3)%

Average stage length (miles)

 

                 535

 

                 555

 

(3.6)%

Departures

 

            24,144

 

            24,555

 

(1.7)%

Passengers

 

       1,513,581

 

       1,500,634

 

0.9%

Controllable completion factor*

 

 

 

 

 

 

United

 

99.94%

 

98.83%

 

1.1%

Total completion factor**

 

 

 

 

 

 

United

 

96.86%

 

96.39%

 

0.5%

 

*Controllable completion factor excludes cancellations due to weather and air traffic control

**Total completion factor includes all cancellations

 

Reconciliation of non-GAAP financial measures

 

Although these financial statements are prepared in accordance with accounting principles generally accepted in the U.S. ("GAAP"), certain non-GAAP financial measures may provide investors with useful information regarding the underlying business trends and performance of Mesa's ongoing operations and may be useful for period-over-period comparisons of such operations. The tables below reflect supplemental financial data and reconciliations to GAAP financial statements for the three and nine months ended June 30, 2024 and June 30, 2023. Readers should consider these non-GAAP measures in addition to, not a substitute for, financial reporting measures prepared in accordance with GAAP. These non-GAAP financial measures exclude some, but not all items that may affect the Company's net income or loss. Additionally, these calculations may not be comparable with similarly titled measures of other companies.

 

1Reconciliation of GAAP versus non-GAAP Disclosures

(In thousands, except for per diluted share) (Unaudited)

 

 

Three Months Ended June 30, 2024

 

Three Months Ended June 30, 2023

 

Income (Loss) Before Taxes

Income Tax (Expense)

Benefit

Net Income (Loss)

Net Income (Loss) per Diluted Share

 

Income

(Loss)

Before Taxes

Income Tax (Expense)

Benefit

Net Income

(Loss)

Net Income (Loss)

 per Diluted Share


 

GAAP income (loss)

$ (20,718)

$ 810

$ (19,908)

$ (0.48)

 

$ (50,324)

      $ 2,764

$ (47,560)

$ (1.17)

Adjustments(1)(2)(3)(4)(5)(6)(7) (8)

10,921

(427)

10,494

$ 0.25

 

21,239

(884)

20,355

$ 0.50

Adjusted loss

(9,797)

383

  (9,414)

$ (0.23)

 

(29,085)

1,880

(27,205)

 $ (0.67)

 

 

 

 

 

 

 

 

 

 

Interest expense

           9,032

 

 

 

        12,015

 

 

Interest income

(17)

 

 

 

 

(8)

 

 

 

Depreciation and amortization

 

9,730

 

 

 

 

 

15,316

 

 

 

Adjusted EBITDA

8,948

 

 

 

 

(1,762)

 

 

 

 

 

 

 

 

 

 

 

 

 

Aircraft rent

1,684

 

 

 

 

864

 

 

 

Adjusted EBITDAR

$ 10,632

 

 

 

 

$ (898)

 

 

 

 

(1) $6.7 million gain from the sale of 20 engines during the three months ended June 30, 2023.

(2) $0.3 million loss on deferred financing costs related to retirement of debts during the three months ended June 30, 2023.

(3) $5.7 million and $30.5 million loss on held for sale accounting treatment during the three months ended June 30, 2024 and 2023, respectively.

(4) $2.0 million loss and $2.9 million gain resulting from changes in the fair value of the Company's investments in equity securities during the three months ended June 30, 2024 and 2023, respectively.

(5) $0.8 million loss on the transfer of investments in equity securities during the three months ended June 30, 2024.

(6) $2.2 million impairment fair value adjustment gain on 737 inventory during the three months ended June 30, 2024.

(7) $4.3 million impairment true-up loss on held for sale accounting treatment during the three months ended June 30, 2024.

(8) $0.2 million in non-recurring third party costs associated with the sale of assets during the three months ended June 30, 2024.

 

Nine Months Ended June 30, 2024

 

Nine Months Ended June 30, 2023

 

Income (Loss) Before Taxes

Income Tax (Expense)

Benefit

Net Income (Loss)

Net Income (Loss) per Diluted Share

 

Income

(Loss)

Before Taxes

Income Tax (Expense)

Benefit

Net Income

(Loss)

Net Income (Loss)

 per Diluted Share

GAAP income (loss)

$ (65,971)

$ (126)

$ (66,097)

$ (1.61)

 

$ (97,562)

        $5,791

   $(91,771)

$ (2.35)

Adjustments(1)(2)(3)(4)(5)(6)(7) (8)(9)(10)(11)

43,138

82

43,220

$ 1.05

 

41,398

(2,459)

38,939

$ 1.00

Adjusted income loss

(22,833)

(44)

  (22,877)

$ (0.56)

 

(56,164)

3,332

(52,832)

 $ (1.36)

 

 

 

 

 

 

 

 

 

 

Interest expense

        30,832

 

 

 

        36,321

 

 

Interest income

(45)

 

 

 

 

(128)

 

 

 

Depreciation and amortization

 

32,846

 

 

 

 

 

47,060

 

 

 

Adjusted EBITDA

40,800

 

 

 

 

27,089

 

 

 

 

 

 

 

 

 

 

 

 

 

Aircraft rent

4,296

 

 

 

 

5,782

 

 

 

Adjusted EBITDAR

$45,096

 

 

 

 

$32,871

 

 

 

 

(1) $3.7 million impairment loss on intangible asset during the nine months ended June 30, 2023.

(2) $51.3 million and $47.2 million impairment loss on held for sale accounting treatment during the nine months ended June 30, 2024 and 2023, respectively.

(3) $0.2 million loss and $7.3 million gain from the sale of assets during the nine months ended June 30, 2024 and 2023, respectively.

(4) $1.5 million and $1.0 million loss on deferred financing costs related to retirement of debts during the nine months ended June 30, 2024 and 2023, respectively.


 

(5) $6.1 million loss and $3.4 million gain resulting from changes in the fair value of the Company's investments in equity securities during the nine months ended June 30, 2024 and 2023, respectively.

(6) $6.5 million gain on the transfer of investments in equity securities during the nine months ended June 30, 2024.

(7) $10.5 million gain on debt forgiveness during the nine months ended June 30, 2024.

(8) $0.9 million loss for early payment fees on the retirement of debt during the nine months ended June 30, 2024.

(9) $3.2 million in non-recurring third party costs associated with the sale of assets and retirement of debt during the nine months ended June 30, 2024.

(10) $0.4 million impairment true-up gain on held for sale accounting treatment during the nine months ended June 30, 2024.

(11) $3.0 million gain on extinguishment of debt during the nine months ended June 30, 2024.

Source: Mesa Air Group, Inc.