*Includes the following expenses: i) Fuel, ii) Aircraft and engine rent expense, iii) Landing, take-off and navigation expenses, iv) salaries and benefits, v) maintenance, vi) depreciation and amortization and vii) other expenses.
*This item includes the financial instruments liability.
CONTROLADORA VUELA COMPAÑÍA DE AVIACIÓN, S.A.B. DE C.V. AND SUBSIDIARIES
(d.b.a. VOLARIS)
Notes to the Unaudited Interim Condensed Consolidated Financial Statements
At June 30, 2016 and December 31, 2015
(In thousands of Mexican pesos and thousands of U.S. dollars,
except when indicated otherwise)
1. Description of the business and summary of significant accounting policies
Controladora Vuela Compañía de Aviación, S.A.B. de C.V. (“Controladora” or the “Company”) was incorporated in Mexico in accordance with Mexican Corporate laws on October 27, 2005.
Controladora is domiciled in Mexico City at Av. Antonio Dovali Jaime No. 70, 13th Floor, Tower B, Colonia Zedec Santa Fe, Mexico D.F.
The Company, through its subsidiary Concesionaria Vuela Compañía de Aviación, S.A.P.I. de C.V. (“Concesionaria”), has a concession to provide air transportation services for passengers, cargo and mail throughout Mexico and abroad.
Concesionaria’s concession was granted by the Mexican federal government through the Mexican Communications and Transportation Ministry (Secretaría de Comunicaciones y Transportes) on May 9, 2005 initially for a period of five years and was extended on February 17, 2010 for an additional period of ten years.
Concesionaria made its first commercial flight as a low-cost airline on March 13, 2006. The Company operates under the trade name of “Volaris”. On June 11, 2013, Controladora Vuela Compañía de Aviación, S.A.P.I. de C.V. changed its corporate name to Controladora Vuela Compañía de Aviación, S.A.B. de C.V.
On September 23, 2013, the Company completed its dual listing Initial Public Offering (“IPO”) on the New York Stock Exchange (“NYSE”) and on the Mexican Stock Exchange (Bolsa Mexicana de Valores, or “BMV”), and on September 18, 2013 its shares started trading under the ticker symbol “VLRS” and “VOLAR”, respectively.
On November 16, 2015, certain shareholders of the Company completed a secondary follow-on equity offering on the NYSE.
The accompanying unaudited interim condensed consolidated financial statements and notes were authorized for their issuance by the Company’s Chief Executive Officer Enrique Beltranena and Chief Financial Officer Fernando Suárez on July 20, 2016. Subsequent events have been considered through that date.
Relevant events
Operations in Central America
During the year ended December 31, 2015, the Company through its subsidiary Concesionaria, began operations in Central America (Guatemala and Costa Rica).
Secondary follow-on equity offering
On November 16, 2015 the Company completed a secondary follow-on equity offering, in which certain shareholders offered 108,900,000 of the Company’s Ordinary Participation Certificates (Certificados de Participación Ordinarios), or CPOs, in the form of American Depositary Shares, or ADSs, in the United States. No CPOs or ADSs were sold by the Company and the selling shareholders received all of the proceeds from this offering.
2. Basis of preparation
The unaudited interim condensed consolidated financial statements, which include the consolidated statements of financial position as of June 30, 2016 and December 31, 2015, and the related consolidated statements of operations, comprehensive income, changes in equity and cash flows for each of the six months period June 30, 2016 and 2015, have been prepared in accordance with International Accounting Standard (“IAS”) 34 Interim Financial Reporting and using the same accounting policies applied in preparing the annual financial statements, except as explained below.
The unaudited interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Company’s annual consolidated financial statements as of December 31, 2015 and 2014, and for the three years period ended December 31, 2015.
Basis of consolidation
The accompanying unaudited interim condensed consolidated financial statements comprise the financial statements of the Company and its subsidiaries. At June 30, 2016 and December 31, 2015, for accounting purposes the companies included in the unaudited interim condensed consolidated financial statements are as follows:
| Name | Principal Activities | Country | % Equity interest |
June 30, 2016 | December 31, 2015 |
| Concesionaria | Air transportation services for passengers,
cargo and mail throughout Mexico and
abroad | Mexico | 100% | 100% |
Vuela Aviación, S.A. (“Vuela Aviación”)* | Air transportation services for passengers, cargo and mail in Costa Rica and abroad | Costa Rica | 100% | 100% |
Vuela, S.A. (“Vuela”)* | Air transportation services for passengers, cargo and mail in Guatemala and abroad | Guatemala | 100% | 100% |
Comercializadora Volaris, S.A. de C.V. | Merchandising of services | Mexico | 100% | 100% |
| Servicios Earhart, S.A. | Recruitment and payroll | Guatemala | 100% | 100% |
Servicios Corporativos Volaris, S.A. de C.V.
(“Servicios Corporativos”) | Recruitment and payroll | Mexico | 100% | 100% |
Servicios Administrativos Volaris, S.A. de C.V
(“Servicios Administrativos”) | Recruitment and payroll | Mexico | 100% | 100% |
Servicios Operativos Terrestres Volaris, S.A. de C.V
(“Servicios Operativos”) | Recruitment and payroll | Mexico | 100% | 100% |
| Deutsche Bank México, S.A., Trust 1710 | Pre-delivery payments financing (Note 8) | Mexico | 100% | 100% |
| Deutsche Bank México, S.A., Trust 1711 | Pre-delivery payments financing (Note 8) | Mexico | 100% | 100% |
Irrevocable Administrative Trust number
F/307750 “Administrative Trust” | Share administration trust | Mexico | 100% | 100% |
Irrevocable Administrative and Safeguard Trust,
denominated F/1405 “DAIIMX/VOLARIS” | Share administration trust | Mexico | 100% | 100% |
Irrevocable Administrative Trust number
F/745291 | Share administration trust | Mexico | 100% | 100% |
*The Company has not started operations in Central America.
New standards
The accounting policies adopted in the preparation of the unaudited interim condensed consolidated financial statements are consistent with those followed in the preparation of the Company’s annual consolidated financial statements for the year ended December 31, 2015, except for the adoption of new standards and interpretations effective as of January 1, 2016. The Company has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.
The nature and the effect of these changes are disclosed below. Although these new standards and amendments apply for the first time in 2016, they do not have a material impact on the unaudited interim condensed consolidated financial statements of the Company. The nature and the impact of each new standard or amendment is described below:
IFRS 14 Regulatory Deferral Accounts
IFRS 14 is an optional standard that allows an entity, whose activities are subject to rate-regulation, to continue applying most of its existing accounting policies for regulatory deferral account balances upon its first-time adoption of IFRS. Entities that adopt IFRS 14 must present the regulatory deferral accounts as separate line items on the statement of financial position and present movements in these account balances as separate line items in the statement of profit or loss and other comprehensive income. The standard requires disclosure of the nature of, and risks associated with, the entity’s rate-regulation and the effects of that rate-regulation on its financial statements. IFRS 14 is effective for annual periods beginning on or after 1 January 2016. Since the Company is an existing IFRS preparer and is not involved in any rate-regulated activities, this standard does not apply.
Amendments to IFRS 11 Joint Arrangements: Accounting for Acquisitions of Interests
The amendments to IFRS 11 require that a joint operator accounting for the acquisition of an interest in a joint operation, in which the activity of the joint operation constitutes a business, must apply the relevant IFRS 3 Business Combinations principles for business combination accounting. The amendments also clarify that a previously held interest in a joint operation is not remeasured on the acquisition of an additional interest in the same joint operation if joint control is retained. In addition, a scope exclusion has been added to IFRS 11 to specify that the amendments do not apply when the parties sharing joint control, including the reporting entity, are under common control of the same ultimate controlling party.
The amendments apply to both the acquisition of the initial interest in a joint operation and the acquisition of any additional interests in the same joint operation and are prospectively effective for annual periods beginning on or after 1 January 2016, with early adoption permitted. These amendments do not have any impact on the Company as there has been no interest acquired in a joint operation during the period.
Amendments to IAS 19 Defined Benefit Plans: Employee Contributions
IAS 19 requires an entity to consider contributions from employees or third parties when accounting for defined benefit plans. Where the contributions are linked to service, they should be attributed to periods of service as a negative benefit. These amendments clarify that, if the amount of the contributions is independent of the number of years of service, an entity is permitted to recognize such contributions as a reduction in the service cost in the period in which the service is rendered, instead of allocating the contributions to the periods of service. This amendment is effective for annual periods beginning on or after 1 July 2014. This amendment is not relevant to the Company, since the Company does not have a benefit plan with contributions from employees or third parties.
Amendments to IAS 16 and 38: Clarification of acceptable Methods of Depreciation and Amortization
The amendments clarify the principle in IAS 16 Property, Plant and Equipment and IAS 38 Intangible Assets the revenue reflects a pattern of economic benefits that are generated from operating a business (of which the asset is part) rather than the economic benefits that are consumed through use of the asset. As a result, a revenue-based method cannot be used to depreciate property, plant and equipment and may only be used in very limited circumstances to amortize intangible assets. The amendments are effective prospectively for annual periods beginning on or after 1 January, 2016, with early adoption permitted. These amendments are not expected to have any impact to the Company given that the Company has not used a revenue-based method to depreciate its non-current assets.
Amendments to IAS 27: Equity Method in Separate Financial Statements
The amendments will allow entities to use the equity method to account for investments in subsidiaries, joint ventures and associates in their separate financial statements. Entities already applying IFRS and electing to change to the equity method in their separate financial statements will have to apply that change retrospectively. First-time adopters of IFRS electing to use the equity method in their separate financial statements will be required to apply this method from the date of transition to IFRS. The amendments are effective for annual periods beginning on or after 1 January 2016, with early adoption permitted. These amendments do not have any impact on the Company’s consolidated financial statements.
Annual Improvements 2010-2012 Cycle
With the exception of the improvement relating to IFRS 2 Share-based Payment applied to share-based payment transactions with a grant date on or after 1 July 2014, all other improvements are effective for accounting periods beginning on or after 1 July 2014. These improvements are not expected to have a material impact on the Company. They include:
IFRS 2 Share-based Payment
This improvement is applied prospectively and clarifies various issues relating to the definitions of performance and service conditions which are vesting conditions. The clarifications are consistent with how the Company has identified any performance and service conditions which are vesting conditions in previous periods. Thus, these amendments did not impact the Company’s financial statements or accounting policies.
IFRS 8 Operating Segments
The amendments are applied retrospectively and clarify that:
(i) An entity must disclose the judgments made by management in applying the aggregation criteria in paragraph 12 of IFRS 8, including a brief description of operating segments that have been aggregated and the economic characteristics (e.g., sales and gross margins) used to assess whether the segments are “similar”.
(ii) The reconciliation of segments assets to total assets is only required to be disclosed if the reconciliation is reported to the chief operating decision maker, similar to the required disclosure for segment liabilities.
This amendment is not relevant to the Company, since the Company has not applied the aggregation criteria in IFRS 8.12 and does not reconcile segment assets to total assets.
IAS 16 Property, Plant and Equipment and IAS 38 Intangible Assets
The amendment is applied retrospectively and clarifies in IAS 16 and IAS 38 that the asset may be revalued by reference to observable data by either adjusting the gross carrying amount of the asset to market value or by determining the market value of the carrying value and adjusting the gross carrying amount proportionately so that the resulting carrying amount equals the market value. In addition, the accumulated depreciation or amortization is the difference between the gross and carrying amounts of the asset. This amendment does not have any impact in the Company’s financial statements, since the Company does not revalue its assets in accordance with IAS 16 and IAS 38.
IAS 24 Related Party Disclosures
The amendment is applied retrospectively and clarifies that a management entity (an entity that provides key management personnel services) is a related party subject to the related party disclosures. In addition, an entity that uses a management entity is required to disclose the expenses incurred for management services.
This amendment is not relevant for the Company as it does not receive any management services from other entities.
Annual Improvements 2011-2013 Cycle
These improvements are effective from 1 July 2014 and the Company has applied these amendments for the first time in these consolidated financial statements. They include:
IFRS 13 Fair Value Measurement
The amendment is applied prospectively and clarifies that the portfolio exception in IFRS 13 can be applied not only to financial assets and financial liabilities, but also to other contracts within the scope of IAS 39. The Company does not apply the portfolio exception in IFRS 13.
IFRS 15 Revenue from Contracts with Customers
IFRS 15 was issued in May 2014 and establishes a new five-step model that will apply to revenue arising from contracts with customers. Under IFRS 15 revenue is recognized at an amount that reflects the consideration to which an entity expects to be entitled in exchange to transferring goods or services to a customer. The principles in IFRS 15 provide a more structured approach to measuring and recognizing revenue.
The new revenue standard is applicable to all entities and will supersede all current revenue recognition requirements under IFRS. Either a full or modified retrospective application is required for annual periods beginning on or after January 1, 2018 with early adoption permitted. The Company is currently assessing the impact of IFRS 15 and plans to adopt the new standard on the required effective date.
IFRS 16 Leases
IFRS 16 was issued in January 2016 and sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract, i.e. the customer (‘lessee’) and the supplier (‘lessor’). IFRS 16 eliminates the classification of leases as either operating leases or finance leases for a lessee. Instead all leases are treated in a similar way to finance leases under IAS 17, Leases. The lessee is required to recognize the present values of future lease payments and showing them either as lease assets (right-of-use assets) or together with property, plant and equipment, and also recognizing a financial liability representing its obligation to make future lease payments. IFRS 16 does not require a company to recognize assets and liabilities for (a) short-term leases (i.e. leases of 12 months or less), and (b) leases of low-value assets.
IFRS 16 is effective starting January 1, 2019 and it may be applied before the effective date if IFRS 15 is also applied at the same time.
The Company has many leases as disclosed in Note 12. As a result, IFRS 16 will change the manner of accounting for those leases. The Company is currently evaluating the impact of IFRS 16 on its consolidated financial statements and plans to adopt the new standard on the required effective date.
Annual Improvements 2012-2014 Cycle
These improvements are effective for annual periods beginning on or after 1 January 2016. They include:
IFRS 5 Non-current Assets Held for Sale and Discontinued Operations
Assets (or disposal groups) are generally disposed of either through sale or distribution to owners. The amendment clarifies that changing from one of these disposal methods to the other would not be considered a new plan of disposal, rather it is a continuation of the original plan. There is, therefore, no interruption of the application of the requirements in IFRS 5. This amendment must be applied prospectively.
IFRS 7 Financial Instruments: Disclosures
The amendment clarifies that a servicing contract that includes a fee can constitute continuing involvement in a financial asset. An entity must assess the nature of the fee and the arrangement against the guidance for continuing involvement in IFRS 7 in order to assess whether the disclosures are required. The assessment of which servicing contracts constitute continuing involvement must be done retrospectively. However, the required disclosures would not need to be provided for any period beginning before the annual period in which the entity first applies the amendments.
(ii) Applicability of the amendments to IFRS 7 to condensed interim financial statements
The amendment clarifies that the offsetting disclosure requirements do not apply to condensed interim financial statements, unless such disclosures provide a significant update to the information reported in the most recent annual report. This amendment must be applied retrospectively.
IAS 19 Employee Benefits
The amendment clarifies that market depth of high quality corporate bonds is assessed based on the currency in which the obligation is denominated, rather than the country where the obligation is located. When there is no deep market for high quality corporate bonds in that currency, government bond rates must be used. This amendment must be applied prospectively. The Company is currently evaluating the impact of IAS 19 on its consolidated financial statements.
IAS 34 Interim Financial Reporting
The amendment clarifies that the required interim disclosures must either be in the interim financial statements or incorporated by cross-reference between the interim financial statements and wherever they are included within the interim financial report. The other information within the interim financial report must be available to users on the same terms as the interim financial statements and at the same time. This amendment must be applied retrospectively.
These amendments are not expected to have any impact on the Company.
Amendments to IAS 1 Disclosure Initiative
The amendments to IAS 1 Presentation of Financial Statements clarify, rather than significantly change, existing IAS 1 requirements. The amendments clarify: (a) the materiality requirements in IAS 1; (b) that specific line items in the statement(s) of profit or loss and OCI and the statement of financial position may be disaggregated; (c) that entities have flexibility as to the order in which they present the notes to financial statements; and (d) that the share of OCI of associates and joint ventures accounted for using the equity method must be presented in aggregate as a single line item, and classified between those items that will or will not be subsequently reclassified to profit or loss.
Furthermore, the amendments clarify the requirements that apply when additional subtotals are presented in the statement of financial position and the statement(s) of profit or loss and OCI. These amendments are effective for annual periods beginning on or after 1 January 2016, with early adoption permitted. These amendments are not expected to have any impact on the Company.
Amendments to IFRS 10, IFRS 12 and IAS 28 Investment Entities: Applying the Consolidation Exception
The amendments address issues that have arisen in applying the investment entities exception under IFRS 10 Consolidated Financial Statements. The amendments to IFRS 10 clarify that the exemption from presenting consolidated financial statements applies to a parent entity that is a subsidiary of an investment entity, when the investment entity measures all of its subsidiaries at fair value.
Furthermore, the amendments to IFRS 10 clarify that only a subsidiary of an investment entity that is not an investment entity itself and that provides support services to the investment entity is consolidated. All other subsidiaries of an investment entity are measured at fair value. The amendments to IAS 28 Investments in Associates and Joint Ventures allow the investor, when applying the equity method, to retain the fair value measurement applied by the investment entity associate or joint venture to its interests in subsidiaries.
These amendments must be applied retrospectively and are effective for annual periods beginning on or after 1 January 2016, with early adoption permitted. These amendments do not have any impact on the Company as the Company does not apply the consolidation exception.
3. Significant accounting judgments, estimates and assumptions
The preparation of these unaudited interim condensed consolidated financial statements in accordance with IAS 34 requires management to make estimates, assumptions and judgments that affect the reported amount of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities at the date of the Company’s unaudited interim condensed consolidated financial statements.
4. Convenience translation
U.S. dollar amounts at June 30, 2016 shown in the unaudited interim condensed consolidated financial statements have been included solely for the convenience of the reader and are translated from Mexican pesos, using an exchange rate of Ps.18.9113 per U.S. dollar, as reported by the Mexican Central Bank (Banco de México) as the rate for the payment of obligations denominated in foreign currency payable in Mexico in effect on June 30, 2016. Such translation should not be construed as a representation that the peso amounts have been or could be converted into U.S. dollars at this or any other rate. The referred information in U.S. dollars is solely for information purposes and does not represent the amounts are in accordance with IFRS or the equivalent in U.S. dollars in which the transactions were conducted or in which the amounts presented in Mexican pesos can be translated or realized.
5. Seasonality of operations
The results of operations for any interim period are not necessarily indicative of those for the entire year because the business is subject to seasonal fluctuations. The Company expect demand to be greater during the summer in the northern hemisphere, in December and around Easter, which can fall either in the first or second quarter, compared to the rest of the year. The Company and subsidiaries generally experience their lowest levels of passenger traffic in February, September and October, given their proportion of fixed costs, seasonality can affect their profitability from quarter to quarter. This information is provided to allow for a better understanding of the results, however management has concluded that this does not constitute “highly seasonal” as considered by IAS 34.
6. Risk management
Financial risk management
The Company’s activities are exposed to different financial risks derived from exogenous variables which are not under its control but whose effects might be potentially adverse such as: (i) market risk, (ii) credit risk, and (iii) liquidity risk. The Company’s global risk management program is focused on uncertainty in the financial markets and tries to minimize the potential adverse effects on the net earnings and working capital requirements. The Company uses derivative financial instruments to hedge part of these risks. The Company does not engage derivatives for trading or speculative purposes.
The sources of these financial risks exposures are included in both “on balance sheet” exposures, such as recognized financial assets and liabilities, as well as in “off-balance sheet” contractual agreements and on highly expected forecasted transactions. These on and off-balance sheet exposures, depending on their profiles, do represent potential cash flow variability exposure, in terms of receiving less inflows or facing the need to meet outflows which are higher than expected, therefore increase the working capital requirements. Also, since adverse movements also erode the value of recognized financial assets and liabilities, as well some other off-balance sheet financial exposures such as operating leases, there is a need for value preservation, by transforming the profiles of these fair value exposures.
The Company has a Finance and Risk Management team, which identifies and measures financial risk exposures, as well as design strategies to mitigate or transform the profile of certain risk exposures, which are taken up to the Corporate Governance level for approval.
Market risk
a) Jet fuel price risk
Since the contractual agreements with jet fuel suppliers include reference to jet fuel index, the Company is exposed to fuel price risk and its fuel price risk on its forecasted consumption volumes. The Company’s jet fuel risk management policy aims to provide the Company with protection against increases in fuel prices. In pursuing this objective, the risk management policy allows the use of derivative financial instruments available on the over the counter (“OTC”) markets with approved counterparties and within approved limits. Aircraft jet fuel consumed in the six months ended June 30, 2016 and 2015 represented 26% and 32%, of the Company’s operating expenses, respectively. Additionally, the Aircraft jet fuel consumed in the three months ended June 30, 2016 and 2015 represented 29% and 32%, of the Company’s operating expenses, respectively.
During the six months ended June 30, 2016 the Company did not enter into US Gulf Coast Jet Fuel 54 Asian swap contracts, however during the six months ended June 30, 2015, the Company entered into US Gulf Coast Jet Fuel 54 Asian swap contracts to hedge approximately 11%, of its fuel consumption, and were accounted for as cash flow hedges (“CFH”) that gave rise to a loss of Ps.128,330. During the three months ended June 30, 2015, the Company entered into US Gulf Coast Jet Fuel 54 Asian swap contracts to hedge approximately 5%, of its fuel consumption, which were also accounted for as cash flow hedges (“CFH”) and gave rise to a loss of Ps.22,420. These instruments were formally designated and qualified for hedge accounting and accordingly, the effective portion is allocated within other comprehensive income, while the effects to transforming into a fixed jet fuel prices by these hedges are presented as part of fuel as part of operating expenses when recognized in the unaudited interim condensed consolidated statements of operations. All of the Company’s position in US Gulf Coast Jet Fuel 54 swaps position matured on June 30, 2015, and therefore there is no balance outstanding as of June 30, 2016.
During the six months period ended June 30, 2016 and 2015, the Company entered into US Gulf Coast Jet fuel 54 Asian call options designated to hedge 102,218 and 90,849 thousand gallons, which represent a portion of the projected consumption for the 2017 and 2018, and 2015 and 2016, respectively.
During the three months period ended June 30, 2016 and 2015, the Company entered into US Gulf Coast Jet fuel 54 Asian call options designated to hedge 20,855 and 39,374 thousand gallons, which represent a portion of the projected consumption for the 2018, and 2015 and 2016, respectively.
The Company decided to early adopted IFRS 9 (2013), beginning on October 1, 2014, which allows the Company to separate the intrinsic value and time value of an option contract and to designate as the hedging instrument only the change in the intrinsic value of the option. Because the external value (time value) of the Asian call options are related to a “transaction related hedged item,” it is required to be segregated and accounted for as a “cost of hedging” in other comprehensive income (“OCI”) and accrued as a separate component of stockholders’ equity until the related hedged item affects profit and loss.
Since monthly forecasted jet fuel consumption is considered the hedged item of the “related to a transaction” type, then the time value included as accrued changes on external value in capital is considered as a “cost of hedging” under IFRS 9 (2013). The hedged item (jet fuel consumption) of the options contracted by the Company represents a non-financial asset (energy commodity), which is not in the Company’s inventory. Instead, it is directly consumed by the Company’s aircraft at different airport terminals. Therefore, although a non-financial asset is involved, its initial recognition does not generate a book adjustment in the Company’s inventories. Rather, it is initially accounted for in the Company’s OCI and a reclassification adjustment is made from OCI toward the profit and loss and recognized in the same period or periods during which the hedged item is expected to be allocated to profit and loss. Furthermore, the Company hedges its forecasted jet fuel consumption month after month, which is congruent with the maturity date of the monthly serial Asian call options.
As of June 30, 2016 and December 31, 2015, the fair value of the outstanding US Gulf Coast Jet Fuel Asian call options was a gain of Ps.641,203 and Ps.78,725, respectively, and is presented as part of the financial assets in the consolidated statement of financial position.
The amount of cost of hedging derived from the extrinsic value changes of these options as of June 30, 2016 and December 31, 2015 recognized in other comprehensive income totals Ps.663,066 and Ps.365,028, respectively, and will be recycled to the fuel cost throughout 2016 and until 2017, as these options expire on a monthly basis.
During the three months period ended June 30, 2016 and 2015, the extrinsic value of the options recycled to the fuel cost was Ps. 71,427 and Ps. 20,785, respectively.
During the six months period ended June 30, 2016 and 2015, the extrinsic value of these options recycled to the fuel cost was Ps.123,213 and Ps.22,857, respectively.
The following table includes the notional amounts and strike prices of the derivative financial instruments outstanding as of the end of the year:
| | | Position as of June 30, 2016 | |
| | | Jet fuel Asian call option contracts maturities | |
| Jet fuel risk | | | 2H16 Total | | | | 1H17 | | | | 2H17 | | | 2017 Total | | | | 1H 18 Total | |
| Notional volume in gallons (thousands)* | | | 55,647 | | | | 55,436 | | | | 63,362 | | | | 118,797 | | | | 38,123 | |
| | | | | | | | | | | | | | | | |
Strike price agreed rate per gallon
(U.S. dollars)** | | US$ | 1.9867 | | | US$ | 1.6245 | | | US$ | 1.4182 | | | US$ | 1.5145 | | | US$ | 1.6551 | |
Approximate percentage of hedge
(of expected consumption value) | | | 53 | % | | | 50 | % | | | 50 | % | | | 50 | % | | | 27 | % |
* US Gulf Coast Jet 54 as underlying asset
** Weighted average
| | | Position as of December 31, 2015 | |
| | | Jet fuel Asian call option contracts maturities | |
| Jet fuel risk | | | 1H16 | | | | 2H16 | | | 2016 Total | | | | 1H17 | | | | 2H17 | | | 2017 Total | |
| | | | | | | | | | | | | | | | | | | | | | | |
| Notional volume in gallons (thousands)* | | | 51,840 | | | | 55,647 | | | | 107,487 | | | | 42,450 | | | | 12,252 | | | | 54,702 | |
Strike price agreed rate per gallon
(U.S. dollars)** | | US$ | 1.9451 | | | US$ | 1.9867 | | | US$ | 1.9666 | | | US$ | 1.7142 | | | US$ | 1.5933 | | | US$ | 1.6871 | |
| Approximate percentage of hedge (of expected consumption value) | | | 59 | % | | | 53 | % | | | 55 | % | | | 38 | % | | | 10 | % | | | 23 | % |
* US Gulf Coast Jet 54 as underlying asset
** Weighted average
b) Foreign currency risk
Foreign currency risk is the risk that the fair value of future cash flows will fluctuate because of changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the Company’s operating activities; when revenue or expense is denominated in a different currency from the Company’s functional currency (including the amounts payable arising from U.S. dollar denominated expenses and U.S. dollars linked expenses and payments). To mitigate this risk, the Company may use foreign exchange derivative financial instruments.
Most of the Company’s revenue is generated in Mexican pesos, although 32% of its revenues came from operations in the United States of America and Central America for the six months ended at June 30, 2016 (30% for the six months ended June 30, 2015) and 29% of its revenues came from operations in the United States of America and Central America for the three months ended at June 30, 2016 (29% for the three months ended June 30, 2015). U.S. dollar denominated collections accounted for 40% and 36% of the Company’s total collections as of June 30, 2016 and December 2015, respectively. However, certain of its expenditures, particularly those related to aircraft leasing and acquisition, are U.S. dollar denominated also and although jet fuel for those flights originated in Mexico are paid in Mexican pesos, the price formula is impacted by the Mexican Pesos /U.S. dollars exchange rate. The Company’s foreign exchange on and off-balance sheet exposure as of June 30, 2016 and December 31, 2015 is as set forth below:
| | | Thousands of U.S. dollars | |
| | | June 30, 2016 | | | December 31, 2015 | |
| Assets: | | | | | | |
| Cash and cash equivalents | | US$ | 296,698 | | | US$ | 202,022 | |
| Other accounts receivable | | | 14,323 | | | | 5,286 | |
| Aircraft maintenance deposits paid to lessors | | | 321,596 | | | | 286,012 | |
| Deposits for rental of flight equipment | | | 29,099 | | | | 36,331 | |
| Derivative financial instruments | | | 33,906 | | | | 4,575 | |
| Total assets | | | 695,622 | | | | 534,226 | |
| | | | | | | | | |
| Liabilities: | | | | | | | | |
| Financial debt | | | 43,383 | | | | 92,466 | |
| Foreign suppliers | | | 53,243 | | | | 40,673 | |
| Taxes and fees payable | | | 5,333 | | | | 7,705 | |
| Derivative financial instruments | | | 2,052 | | | | 3,242 | |
| Total liabilities | | | 104,011 | | | | 144,086 | |
| Net foreign currency position | | US$ | 591,611 | | | US$ | 390,140 | |
The exchange rates used to translate the above amounts to Mexican pesos at June 30, 2016 and December 31, 2015 were Ps.18.9113 pesos and Ps.17.2065 pesos, respectively, per U.S. dollar.
| | | Thousands of U.S. dollars | |
| | | 2016 | | | 2015 | |
| Off-balance sheet transactions exposure: | | | | | | |
| Aircraft operating leases (Note 12) | | US$ | 1,426,960 | | | US$ | 1,216,799 | |
| Aircraft and engine commitments (Note 16) | | | 340,366 | | | | 353,528 | |
| Total foreign currency | | US$ | 1,767,326 | | | US$ | 1,570,327 | |
As of June 30, 2016 and December 31, 2015, the Company did not enter into foreign exchange rate derivatives financial instruments.
c) Interest rate risk
Interest rate risk is the risk that the fair value of future cash flows will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s long-term debt obligations and flight equipment operating lease agreements with floating interest rates.
The Company’s results are affected by fluctuations in certain benchmark market interest rates due to the impact that such changes may have on operational lease payments indexed to the London Inter Bank Offered Rate (“LIBOR”). The Company uses derivative financial instruments to reduce its exposure to fluctuations in market interest rates and accounts for these instruments as an accounting hedge. In general, when a derivative can be defined within the terms and cash flows of a leasing agreement, this may be designed as a “cash flow hedge” and the effective portion of fair value variations are recorded in equity until the date the cash flow of the hedged lease payment is recognized in earnings.
At June 30, 2016 and December 31, 2015, the Company had outstanding hedging contracts in the form of interest rate swaps with notional amount of US$70,000 and fair value of Ps.38,799 and Ps.55,774, respectively, recorded in liabilities.
For the three months ended June 30, 2016 and 2015, the loss on the interest rate swaps was Ps.11,973 and Ps.11,270, respectively, which was recognized as part of rental expense in the consolidated statements of operations.
For the six months ended June 30, 2016 and 2015, the reported loss on the interest rate swaps was Ps.24,798 and Ps.22,419, respectively, which was recognized as part of rental expense in the consolidated statements of operations.
The following table illustrates the sensitivity of financial instruments on the Company’s accumulated other comprehensive income (due to changes in the fair value of forward contracts) to a reasonably possible change in LIBOR interest rates. The calculations are based on financial instruments held at each consolidated statement of financial position date and were made increasing (decreasing) 100 basis points to the LIBOR curve. All other variables were held constant.
| | | Position at
June 30, 2016 | |
| Increase (decrease) in curve | | effect on equity
(thousands of
U.S. dollars) | |
| +100 basis points | | US$ | 356.66 | |
| - 100 basis points | | | (362.43 | ) |
d) Liquidity risk
Liquidity risk represents the risk that the Company has insufficient funds to meet its obligations.
Because of the cyclical nature of the business, the operations, and its investment and financing needs related to the acquisition of new aircraft and renewal of its fleet, the Company requires liquid funds to meet its obligations.
The Company attempts to manage its cash and cash equivalents and its financial assets, relating the term of investments with those of its obligations. Its policy is that the average term of its investments may not exceed the average term of its obligations. This cash and cash equivalents position is invested in highly-liquid short-term instruments through financial entities.
The Company has future obligations related to maturities of bank borrowings and derivative contracts. The Company’s off-balance sheet exposure represents the future obligations related to operating lease contracts and aircraft purchase contracts. The Company concluded that it has a low concentration of risk since it has access to alternate sources of funding.
The table below presents the Company’s contractual principal payments required on its financial liabilities and the derivative financial instruments fair value:
| | | June 30, 2016 | |
| | | Within one
year | | | One to five
years | | | Total | |
| Interest-bearing borrowings: | | | | | | | | | |
| Pre-delivery payments facilities (Note 8) | | Ps. | 391,041 | | | Ps. | 425,338 | | | Ps. | 816,379 | |
| | | | | | | | | | | | | |
| Derivative financial instruments: | | | | | | | | | | | | |
| Interest rate swaps contracts | | | 38,799 | | | | - | | | | 38,799 | |
| Total | | Ps. | 429,840 | | | Ps. | 425,338 | | | Ps. | 855,178 | |
| | | December 31, 2015 | |
| | | Within one
year | | | One to five
years | | | Total | |
| Interest-bearing borrowings: | | | | | | | | | |
| Pre-delivery payments facilities (Note 8) | | Ps. | 1,363,861 | | | Ps. | 219,817 | | | Ps. | 1,583,678 | |
| | | | | | | | | | | | | |
| Derivative financial instruments: | | | | | | | | | | | | |
| Interest rate swaps contracts | | | 44,301 | | | | 11,473 | | | | 55,774 | |
| Total | | Ps. | 1,408,162 | | | Ps. | 231,290 | | | Ps. | 1,639,452 | |
e) Credit risk
Credit risk is the risk that any counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily for trade receivables) and from its financing activities, including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments including derivatives.
Financial instruments that expose the Company to credit risk involve mainly cash equivalents and accounts receivable. Credit risk on cash equivalents relate to amounts invested with major financial institutions.
Credit risk on accounts receivable relates primarily to amounts receivable from the major international credit card companies.
The Company has a high receivable turnover; hence management believes credit risk is minimal due to the nature of its businesses, which have a large portion of their sales settled in credit cards.
The credit risk on liquid funds and derivative financial instruments is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies.
Some of the outstanding derivative financial instruments expose the Company to credit loss in the event of nonperformance by the counterparties to the agreements. However, the Company does not expect any of its counterparties to fail to meet their obligations. The amount of such credit exposure is generally the unrealized gain, if any, in such contracts. To manage credit risk, the Company selects counterparties based on credit assessments, limits overall exposure to any single counterparty and monitors the market position with each counterparty. The Company does not purchase or hold derivative financial instruments for trading purposes. At June 30, 2016, the Company concluded that its credit risk related to its outstanding derivative financial instruments is low, since it has no significant concentration with any single counterparty and it only enters into derivative financial instruments with banks with high credit-rating assigned by international credit-rating agencies.
f) Capital management
Management believes that the resources available to the Company are sufficient for its present requirements and will be sufficient to meet its anticipated requirements for capital expenditures and other cash requirements for the 2017 fiscal year.
The primary objective of the Company’s capital management is to ensure that it maintains healthy capital ratios to support its business and maximize the shareholder’s value. No changes were made in the objectives, policies or processes for managing capital during the six months ended June 30, 2016 and 2015. The Company is not subject to any externally imposed capital requirement, other than the legal reserve.
7. Fair value measurements
The only financial assets and liabilities recognized at fair value on a recurring basis are the derivative financial instruments.
Fair value is the price that would be received from sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:
| (i) | In the principal market for the asset or liability, or |
| (ii) | In the absence of a principal market, in the most advantageous market for the asset or liability. |
The principal or the most advantageous market must be accessible to the Company.
The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.
A fair value measurement of a non-financial asset takes into account a market participant's ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.
The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
| · | Level 1 – Quoted (unadjusted) prices in active markets for identical assets or liabilities. |
| · | Level 2 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable. |
| · | Level 3 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable. |
For assets and liabilities that are recognized in the financial statements on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period. For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.
Set out below, is a comparison by class of the carrying amounts and fair values of the Company’s financial instruments, other than those for which carrying amounts are reasonable approximations of fair values:
| | | Carrying amount | | | Fair value | |
| | | June 30, | | | December 31, | | | June 30, | | | December 31, | |
| | | 2016 | | | 2015 | | | 2016 | | | 2015 | |
| Assets | | | | | | | | | | | | |
| Derivative financial instruments | | Ps. | 641,203 | | | Ps. | 78,725 | | | Ps. | 641,203 | | | Ps. | 78,725 | |
| | | | | | | | | | | | | | | | | |
| Liabilities | | | | | | | | | | | | | | | | |
| Financial debt* | | | (816,379 | ) | | | (1,583,678 | ) | | | (818,452 | ) | | | (1,587,889 | ) |
| Derivative financial instruments | | | (38,799 | ) | | | (55,774 | ) | | | (38,799 | ) | | | (55,774 | ) |
| Total | | Ps. | (213,975 | ) | | Ps. | (1,560,727 | ) | | Ps. | (216,048 | ) | | Ps. | (1,564,938 | ) |
*Floating rate borrowing
The following table summarizes the fair value measurements at June 30, 2016:
| | | Fair value measurement | | | | |
| | | Quoted prices
in active
markets Level 1 | | | Significant observable
inputs Level 2 | | | Significant unobservable inputs Level 3 | | | Total | |
| Assets | | | | | | | | | | | | |
| Derivatives financial instruments: | | | | | | | | | | | | |
| Jet fuel Asian call options contracts* | | Ps. | - | | | Ps. | 641,203 | | | Ps. | - | | | Ps. | 641,203 | |
Liabilities | | | | | | | | | | | | | | | | |
| Derivatives financial instruments: | | | | | | | | | | | | | | | | |
| Interest rate swap contracts** | | | - | | | | (38,799 | ) | | | - | | | | (38,799 | ) |
Liabilities for which fair values are disclosed: | | | | | | | | | | | | | | | | |
Interest-bearing loans and
borrowings** | | | - | | | | (818,452 | ) | | | - | | | | (818,452 | ) |
| Net | | Ps. | - | | | Ps. | (216,048 | ) | | Ps. | - | | | Ps. | (216,048 | ) |
* Jet fuel forwards levels and LIBOR curve.
** LIBOR curve.
There were no transfers between level 1 and level 2 during the period.
The following table summarizes the fair value measurements at December 31, 2015:
| | | Fair value measurement | | | | |
| | | Quoted prices
in active
markets Level 1 | | | Significant observable
inputs Level 2 | | | Significant unobservable inputs Level 3 | | | Total | |
| Assets | | | | | | | | | | | | |
| Derivatives financial instruments: | | | | | | | | | | | | |
| Jet fuel Asian call options contracts* | | Ps. | - | | | Ps. | 78,725 | | | Ps. | - | | | Ps. | 78,725 | |
Liabilities | | | | | | | | | | | | | | | | |
| Derivatives financial instruments: | | | | | | | | | | | | | | | | |
| Interest rate swap contracts** | | | - | | | | (55,774 | ) | | | - | | | | (55,774 | ) |
Liabilities for which fair values are disclosed: | | | | | | | | | | | | | | | | |
Interest-bearing loans and
borrowings** | | | - | | | | (1,587,889 | ) | | | - | | | | (1,587,889 | ) |
| Net | | Ps. | - | | | Ps. | (1,564,938 | ) | | Ps. | - | | | Ps. | (1,564,938 | ) |
* Jet fuel forwards levels and LIBOR curve.
** LIBOR curve.
There were no transfers between level 1 and level 2 during the period.
The following table summarizes the (loss) gain from derivatives financial instruments recognized in the consolidated statements of operations for the three months period ended June 30, 2016 and 2015:
Consolidated statements of operations
| Instrument | Financial statements line | | 2016 | | | 2015 | |
| Jet fuel swap contracts | Fuel | | Ps. | - | | | Ps. | (22,420 | ) |
| Jet fuel Asian call options contracts | Fuel | | | (71,427 | ) | | | (20,784 | ) |
| Interest rate swap contracts | Aircraft and engine
rent expenses | | | (11,973 | ) | | | (11,270 | ) |
| Total | | | Ps. | (83,400 | ) | | Ps. | (54,474 | ) |
The following table summarizes the (loss) gain from derivatives financial instruments recognized in the consolidated statements of operations for the six months period ended June 30, 2016 and 2015:
Consolidated statements of operations
| Instrument | Financial statements line | | 2016 | | | 2015 | |
| Jet fuel swap contracts | Fuel | | Ps. | - | | | Ps. | (128,330 | ) |
| Jet fuel Asian call options contracts | Fuel | | | (123,213 | ) | | | (22,857 | ) |
| Interest rate swap contracts | Aircraft and engine
rent expenses | | | (24,798 | ) | | | (22,419 | ) |
| Total | | | Ps. | (148,011 | ) | | Ps. | (173,606 | ) |
The following table summarizes the net (loss) gain on CFH before taxes recognized in the consolidated statements of comprehensive income as of June 30, 2016:
Consolidated statements of other comprehensive income
| Instrument | Financial statements line | | June 30, 2016 | |
| Jet fuel swap contract | OCI | | Ps. | - | |
| Jet fuel Asian call options | OCI | | | 342,524 | |
| Interest rate swap contracts | OCI | | | 16,974 | |
| Total | | | Ps. | 359,498 | |
8. Financial assets and liabilities
At June 30, 2016 and December 31, 2015 the Company’s financial assets are represented by cash and cash equivalents, trade and other accounts receivable, accounts receivable with carrying amounts that approximate their fair value.
a) Financial assets
| | | June 30, 2016 | | | December 31, 2015 | |
Derivative financial instruments designated as cash flow
hedges (effective portion recognized within OCI) | | | | | | |
| Jet fuel Asian call options | | Ps. | 641,203 | | | Ps. | 78,725 | |
| Total financial assets | | Ps. | 641,203 | | | Ps. | 78,725 | |
| | | | | | | | | |
Presented on the consolidated statements of financial
position as follows: | | | | | | | | |
| Current | | Ps. | 155,044 | | | Ps. | 10,123 | |
| Non-current | | Ps. | 486,159 | | | Ps. | 68,602 | |
b) Financial debt
| (i) | At June 30, 2016 and December 31, 2015, the Company’s short-term and long-term debt consists of the following: |
| | | June 30, 2016 | | | December 31, 2015 | |
I. Revolving line of credit with Banco Santander México, S.A., Institución de Banca Múltiple, Grupo Financiero Santander (“Santander”) and Banco Nacional de Comercio Exterior, S.N.C. (“Bancomext”), in U.S. dollars, to finance pre-delivery payments, maturing on May 31, 2019, bearing annual interest rate at the three-month LIBOR plus an spread according to the contractual conditions of each disbursement in a range of 1.99 to 2.65 percentage points. | | Ps. | 816,379 | | | Ps. | 1,583,678 | |
II. Accrued interest | | | 4,060 | | | | 7,341 | |
| | | | 820,439 | | | | 1,591,019 | |
| Less: Short-term maturities | | | 395,101 | | | | 1,371,202 | |
| Long-term | | Ps. | 425,338 | | | Ps. | 219,817 | |
(ii) The following table provides a summary of the Company’s contractual payments of financial debt and accrued interest at June 30, 2016:
| | | Within one year | | | July 2017 – June 2018 | | | July 2018 – June 2019 | | | Total | |
| Finance debt denominated in foreign currency: | | | | | | | | | | | | |
| Santander/Bancomext | | Ps. | 395,101 | | | Ps. | 389,183 | | | Ps. | 36,155 | | | Ps. | 820,439 | |
| Total | | Ps. | 395,101 | | | Ps. | 389,183 | | | Ps. | 36,155 | | | Ps. | 820,439 | |
This loan agreement provides for certain covenants, including limits to the ability to, among others:
| i) | Incur debt above a specified debt basket unless certain financial ratios are met. |
| iii) | Merge with or acquire any other entity without the previous authorization of the Banks. |
| iv) | Dispose of certain assets. |
| v) | Declare and pay dividends, or make any distribution on the Company’s share capital unless certain financial ratios are met. |
At June 30, 2016 and December 31, 2015, the Company was in compliance with the covenants under the above-mentioned loan agreements.
For purposes of financing the pre-delivery payments, Mexican trust structures were created whereby, the Company assigned its rights and obligations under the Airbus Purchase Agreement with Airbus S.A.S. (“Airbus”), including its obligation to make pre-delivery payments to the Mexican trusts, and the Company guaranteed the obligations of the Mexican trusts under the financing agreements.
c) Financial liabilities
| | | June 30, 2016 | | | December 31, 2015 | |
Derivative financial instruments designed as CFH
(effective portion recognized within OCI): | | | | | | |
| Interest rate swap contracts | | Ps. | 38,799 | | | Ps. | 55,774 | |
| Total financial liabilities | | Ps. | 38,799 | | | Ps. | 55,774 | |
Presented on the consolidated statements of financial position as follows: | | | | | | | | |
| Current | | Ps. | 38,799 | | | Ps. | 44,301 | |
| Non-current | | Ps. | - | | | Ps. | 11,473 | |
9. Related parties
| a) | An analysis of balances due from/to related parties at June 30, 2016 and December 31, 2015 is provided below. All companies are considered affiliates, since the Company’s primary shareholders or directors are also direct or indirect shareholders of the related parties: |
| | Type of transactions | Country of origin | | June 30, 2016 | | | December 31, 2015 | | Terms |
| Due to: | | | | | | | | | |
| One Link, S.A. de C.V. | Call center fees | El Salvador | | Ps. | 28,607 | | | Ps. | 9,863 | | 30 days |
| Aeromantenimiento, S.A. | Aircraft and engine
maintenance | El Salvador | | | 20,839 | | | | 4,453 | | 30 days |
| Human Capital International HCI, S.A. de C.V. | Professional fees | Mexico | | | 32 | | | | - | | 30 days |
| | | | | Ps. | 49,478 | | | Ps. | 14,316 | | |
For the six months ended June 30, 2016 and for the year ended December 31, 2015, the Company did not recognize any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates.
| b) | During the six months ended June 30, 2016 and 2015, the Company had the following transactions with related parties: |
| Related party transactions | Country of origin | | 2016 | | | 2015 | |
| Expenses: | | | | | | | |
| Maintenance | El Salvador | | | 137,520 | | | | 60,455 | |
| Fees | Mexico/El Salvador | | | 78,786 | | | | 396 | |
| Other | Mexico/El Salvador | | | 2,828 | | | | 6,700 | |
During the three months ended June 30, 2016 and 2015, the Company had the following transactions with related parties:
| Related party transactions | Country of origin | | 2016 | | | 2015 | |
| Expenses: | | | | | | | |
| Maintenance | El Salvador | | | 83,866 | | | | 33,613 | |
| Fees | Mexico/El Salvador | | | 39,717 | | | | 194 | |
| Other | Mexico/El Salvador | | | 2,116 | | | | 6,700 | |
c) Servprot
Servprot S.A. de C.V. (“Servprot”) is a related party because Enrique Beltranena, the Company’s Chief Executive Officer, and Rodolfo Montemayor, a member of the board of directors, are shareholders of such company. Servprot provides security services for Mr. Beltranena and his family, as well as for Mr. Montemayor. During the six months ended June 30, 2016 and 2015 the Company expensed Ps.619 and Ps.379, respectively for this concept.
During the three months ended June 30, 2016 and 2015 the Company expensed Ps.445 and Ps.183, respectively for this concept.
d) Directors and officers
During the three months ended June 30, 2016 and 2015, all of the Company’s senior managers received an aggregate compensation of short and long-term benefits of Ps.31,339 and Ps.18,918, respectively.
During the six months ended June 30, 2016 and 2015, all of the Company’s senior managers received an aggregate compensation of short and long-term benefits of Ps.75,762 and Ps.57,229, respectively.
On February 19, 2016 the Board of Directors of the Company authorized an extension to the Management incentive plan II (MIPII) for certain key employees. Such extension granted 21,955,020 share appreciation rights (SAR’s) on Serie A shares to be settled in cash in a period of five years in accordance with the established service condition.
In April 2016, an extension to the Long-term incentive plan was approved by the Annual Ordinary Shareholder’s Meeting. The extension was approved in the same terms of the original plan by an amount of Ps.23,000.
For the six months ended June 30, 2016 the cost of the share-based payments transactions (LTIP and MIPII) and the cash-settled payments transactions (SAR’s) was Ps.1,886 and Ps.57,280, respectively.
During the three months ended June 30, 2016 and 2015, the chairman and the independent members of the Company’s board of directors received an aggregate compensation of approximately Ps.1,854 and Ps.595, and the rest of the directors received a compensation of Ps.1,993 and Ps.972, respectively.
During the six months ended June 30, 2016 and 2015, the chairman and the independent members of the Company’s board of directors received an aggregate compensation of approximately Ps.3,322 and Ps.1,309, and the rest of the directors received a compensation of Ps.3,113 and Ps.1,774, respectively.
10. Rotable spare parts, furniture and equipment, net
a) Acquisitions and disposals
During the six months ended June 30, 2016 and for the year ended December 31, 2015, the Company acquired rotable spare parts, furniture and equipment by an amount of Ps.477,866 and Ps.1,408,196, respectively.
Rotable spare parts, furniture and equipment by an amount of Ps.908,061 were disposed during the six months ended June 30, 2016. This amount included reimbursements of pre-delivery payments for aircraft acquisition of Ps.899,282.
b) Depreciation expense
Depreciation expense for the six months ended June 30, 2016 and 2015 was Ps.239,118 and Ps.212,943, respectively. Depreciation expense for the three months ended June 30, 2016 and 2015 was Ps.126,613 and Ps.118,195, respectively. Depreciation charges for the year are recognized as a component of operating expenses in the unaudited interim condensed consolidated statements of operations.
11. Intangible assets, net
a) Acquisitions
During the six months period ended June 30, 2016 and for the twelve months period ended December 31, 2015, the Company acquired intangible assets by an amount of Ps.23,345 and Ps.53,361 respectively.
b) Amortization expense
Software amortization expense for the six months ended June 30, 2016 and 2015 was Ps.18,788 and Ps.15,110, respectively. Software amortization expense for the three months ended June 30, 2016 and 2015 was Ps.11,373 and Ps.6,689, respectively. These amounts were recognized in depreciation and amortization in the unaudited interim condensed consolidated statements of operations.
12. Operating leases
The most significant operating leases are as follows:
Aircraft and engine rent. At June 30, 2016, the Company leases 64 aircrafts (56 as of December 31, 2015) and eleven spare engines under operating leases (six as of December 31, 2015) that have maximum terms through 2026. Rents are guaranteed by deposits in cash or letters of credit. The agreements contain certain covenants to which the Company is bound. The most significant covenants include the following:
| (i) | Maintain the records, licenses and authorizations required by the competent aviation authorities and make the corresponding payments. |
| (ii) | Provide maintenance services to the equipment based on the approved maintenance program. |
| (iii) | Maintain insurance policies on the equipment for the amounts and risks stipulated in each agreement. |
| (iv) | Periodic submission of financial and operating information to the lessors. |
| (v) | Comply with the technical conditions relative to the return of aircraft. |
As of June 30, 2016 and December 31, 2015, the Company was in compliance with the covenants under the above mentioned aircraft lease agreements.
Composition of the fleet, operating leases*:
Aircraft Type | | Model | | | At June 30, 2016 | | | At December 31, 2015 | |
| A319 | | | 132 | | | | 6 | | | | 6 | |
| A319 | | | 133 | | | | 12 | | | | 12 | |
| A320 | | | 233 | | | | 38 | | | | 32 | |
| A320 | | | 232 | | | | 4 | | | | 4 | |
| A321 | | | 200 | | | | 4 | | | | 2 | |
| | | | | | | | 64 | | | | 56 | |
* Certain of the Company’s aircraft and engine lease agreements include an option to extend the lease term period. Terms and conditions are subject to market conditions at the time of renewal.
During the six months period, the Company incorporated eight aircrafts to its fleet (six of them based on the terms of the Airbus purchase agreement and two from lessor’s aircraft order book). These new aircraft lease agreements were accounted for as operating leases.
During the second quarter of 2016 the Company extended the lease term of two A320 aircraft.
Additionally, during the second quarter of 2016 the Company entered into certain agreements with three different lessors to lease five spare engines which have already been received during the same period. Such leases were accounted as operating leases and were not subject to sale and leaseback transactions.
During the year ended December 31, 2015, the Company incorporated seven aircraft to its fleet (five of them based on the terms of the Airbus purchase agreement and two from a lessor’s aircraft order book), and returned one aircraft to a lessor. These new aircraft lease agreements were accounted for as operating leases. Additionally, during August 2015 the Company extended the lease term extension of three A319CEO aircraft one effective from 2015 and the other two effective from 2016. All the aircraft incorporated through the lessor’s aircraft order book were not subject to sale and leaseback transactions.
In November 2015, the Company entered into three new A321CEO aircraft lease agreements. These aircraft will be incorporated into the Company’s fleet in September and December 2016.
In August 2015, the Company entered into two new A321CEO aircraft lease agreements to be delivered in 2016. The Company has already received one of these aircrafts in June 2016 and one will be incorporated into the Company’s fleet during the second half of 2016.
In April 2015, the Company entered into three new A321CEO aircraft lease agreements to be delivered in 2016. The Company has already received one of these aircrafts in May 2016 and two will be incorporated into the Company’s fleet in October and November 2016.
During the year ended December 31, 2014, the Company incorporated eight aircraft to its fleet (three of them based on the terms of the original Airbus purchase agreement and five from a lessor’s aircraft order book), and returned two aircraft to different lessors. These new aircraft agreements were accounted for as operating leases. Additionally, during October 2014, the Company extended the lease term of one A320CEO aircraft. All aircraft incorporated through the lessor’s aircraft order book were not subject to sale and leaseback transactions.
On November 26, 2014, the Company entered into two new aircraft lease agreement (A321CEO), both from the lessor aircraft order book. These aircraft were incorporated into the Company’s fleet during April and May 2015.
During October 2014, the Company entered into 14 new aircraft lease agreement (all A320CEO). These aircraft are from the amended purchased order with Airbus. On November 2014 the Company received one of these aircrafts, which was accounted for as operating lease. During 2015, the Company received five of these aircrafts, which were accounted for as operating leases. During the first half of 2016; the Company has already received six more aircrafts and the last two will be incorporated into the Company’s fleet during October and December 2016.
On April 8, 2014 the Company entered into one new aircraft lease agreement (A320CEO aircraft) from a lessor aircraft order book. This aircraft was incorporated into the Company’s fleet during 2014, and was accounted for as operating lease.
On February 13, 2014, the Company entered into 16 new aircraft lease agreements (10 A320NEO and 6 A321NEO), all from a lessor aircraft order book. The A320NEO will be incorporated into the Company’s fleet during 2016, 2017 and 2018, and the A321NEO will be incorporated into the Company’s fleet during 2017 and 2018. All aircraft incorporated through the lessor aircraft order book are not subject to sale and leaseback transactions.
As of June 30, 2016, December 31, 2015 and 2014, all of the Company’s aircraft and spare engines lease agreements were accounted for as operating leases.
Provided below is an analysis of future minimum aircraft rent payments in U.S. dollars and its equivalent to Mexican pesos:
| | | Operating leases | |
| | | in U.S. dollars | | | in Mexican pesos | |
| 2016 | | US$ | 111,052 | | | Ps. | 2,100,145 | |
| 2017 | | | 207,702 | | | | 3,927,921 | |
| 2018 | | | 189,668 | | | | 3,586,865 | |
| 2019 | | | 174,621 | | | | 3,302,313 | |
| 2020 | | | 170,594 | | | | 3,226,157 | |
| 2021 and thereafter | | | 573,323 | | | | 10,842,263 | |
| Total | | US$ | 1,426,960 | | | Ps. | 26,985,664 | |
During the three months ended June 30, 2016 and 2015, the Company entered into sale and leaseback transactions, resulting in a gain of Ps.166,567 and Ps.31,487, respectively, these gains were recorded under the caption other income in the consolidated statement of operations.
During the six months ended June 30, 2016 and 2015, the Company entered into sale and leaseback transactions, resulting in a gain of Ps.361,411 and Ps.52,357, respectively, these gains were recorded under the caption other income in the consolidated statement of operations.
During the year ended December 31, 2011, the Company entered into sale and leaseback transactions, which resulted in a loss of Ps.30,706. This loss was deferred on the consolidated statements of financial position and is being amortized over the contractual lease term. As of June 30, 2016 and December 31, 2015, the current portion of the loss on sale amounts to Ps.3,047 and Ps.3,047, respectively, which are recorded in the caption of prepaid expenses and other current assets, and the non-current portion amounts to Ps.15,983 and Ps.17,507, respectively, which are recorded in the caption of other assets.
For the three months ended June 30, 2016 and 2015, the Company amortized a loss of Ps. 762, and Ps. 762, respectively, as additional aircraft rental expense.
For the six months ended June 30, 2016 and 2015, the Company amortized a loss of Ps.1,524, and Ps.1,524, respectively, as additional aircraft rental expense.
13. Other liabilities
At June 30, 2016, the Company had the following other liabilities:
Domestic currency
| | | Liabilities in domestic currency Time interval | | | | |
| | | Current year | | | Until 1 year | | | Until 2 years | | | Until 3 years | | | Until 4 years | | | Until 5 years or more | |
| Short-term | | | | | | | | | | | | | | | | | | |
| Unearned transportation revenue | | | 3,005,997 | | | | | | | | | | | | | | | | |
| Relatied parties | | | 49,478 | | | | | | | | | | | | | | | | |
| Accrued liabilities | | | 1,035,741 | | | | 94,944 | | | | | | | | | | | | | |
| Other liabilities | | | | | | | 17,370 | | | | | | | | | | | | | |
| Financial instruments | | | | | | | | | | | | | | | | | | | | |
| Long-term | | | | | | | | | | | | | | | | | | | | |
| Accrued liabilities | | | | | | | | | | | 108,802 | | | | 69,481 | | | | 25,918 | | | | 17,866 | |
| Other liabilities | | | | | | | | | | | 8,009 | | | | 7,212 | | | | 1,842 | | | | 62,538 | |
| Employee benefits | | | | | | | | | | | 11,619 | | | | | | | | | | | | | |
| Total | | | 4,091,216 | | | | 112,314 | | | | 128,430 | | | | 76,693 | | | | 27,760 | | | | 80,404 | |
Foreing currency
| | Liabilities in foreing currency Time interval | | | | |
| | Current year | | | Until 1 year | | | Until 2 years | | | Until 3 years | | | Until 4 years | | | Until 5 years or more | |
| Short-term | | | | | | | | | | | | | | | | | |
| Unearned transportation revenue | | | | | | | | | | | | | | | | | |
| Relatied parties | | | | | | | | | | | | | | | | | |
| Accrued liabilities | | | 806,473 | | | | | | | | | | | | | | | | | | | | | |
| Other liabilities | | | | | | | | | | | | | | | | | | | | | | | | |
| Financial instruments | | | 38,799 | | | | | | | | | | | | | | | | | | | | | |
| Long-term | | | | | | | | | | | | | | | | | | | | | | | | |
| Accrued liabilities | | | | | | | | | | | | | | | | | | | | | | | | |
| Other liabilities | | | | | | | | | | | | | | | | | | | | | | | | |
| Employee benefits | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | | 845,272 | | | | - | | | | - | | | | - | | | | - | | | | - | |
14. Equity
As of June 30, 2016, the total number of authorized shares was 1,011,876,677; represented by common registered shares, issued and with no par value, fully subscribed and paid, comprised as follows:
| | | Shares | | | | |
| | | Fixed
Class I | | | Variable
Class II | | | Total shares | |
| Series A shares | | | 3,224 | | | | 877,852,982 | | | | 877,856,206 | |
| Series B shares | | | 20,956 | | | | 133,999,515 | | | | 134,020,471 | |
| | | | 24,180 | | | | 1,011,852,497 | | | | 1,011,876,677 | |
| Treasury shares | | | | | | | (16,137,049 | ) | | | (16,137,049 | ) |
| | | | 24,180 | | | | 995,715,448 | | | | 995,739,628 | |
All shares representing the Company’s capital stock, either Series A shares or Series B shares, grant the holders the same economic rights and there are no preferences and/or restrictions attaching to any class of shares on the distribution of dividends and the repayment of capital. Holders of the Company’s Series A common stock and Series B common stock are entitled to dividends when, and if, declared by a shareholder resolution. The Company’s revolving line of credit with Santander and Bancomext limits the Company’s ability to declare and pay dividends in the event that the Company fails to comply with the payment terms thereunder.
During the six months ended June 30, 2016 and for the year ended December 31, 2015, the Company did not declare any dividends.
Basic earnings per share (“EPS”) amounts are calculated by dividing the income for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the period.
Diluted EPS amounts are calculated by dividing the profit attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the period.
The following tables show the calculations of the basic and diluted earnings per share for the three months ended June 30, 2016 and 2015:
| | | | | | | |
| | | | |
| | | 2016 | | | 2015 | |
Net income for the period attributable to equity
holders of the parent | | Ps. | 934,669 | | | Ps. | 351,487 | |
Weighted average number of shares outstanding (in thousands): | | | | | | | | |
| Basic | | | 1,011,877 | | | | 1,011,877 | |
| Diluted | | | 1,011,877 | | | | 1,011,877 | |
EPS: | | | | | | | | |
| Basic | | | 0.924 | | | | 0.347 | |
| Diluted | | | 0.924 | | | | 0.347 | |
The following tables show the calculations of the basic and diluted earnings per share for the six months ended June 30, 2016 and 2015:
| | | | | | | |
| | | | |
| | | 2016 | | | 2015 | |
Net income for the period attributable to equity
holders of the parent | | Ps. | 1,536,469 | | | Ps. | 657,871 | |
Weighted average number of shares outstanding (in thousands): | | | | | | | | |
| Basic | | | 1,011,877 | | | | 1,011,877 | |
| Diluted | | | 1,011,877 | | | | 1,011,877 | |
EPS: | | | | | | | | |
| Basic | | | 1.518 | | | | 0.650 | |
| Diluted | | | 1.518 | | | | 0.650 | |
15. Income tax
The Company calculates the period income tax expense using the tax rate that would be applicable to the expected total annual earnings. The major components of income tax expense in the unaudited interim condensed statement of operations are:
Consolidated statement of operations
| | For the three months ended | |
| | | June 30, | |
| | | 2016 | | | 2015 | |
| | | | | | | |
| Current tax expense | | Ps. | (372,930 | ) | | Ps. | (238,179 | ) |
| Deferred income tax (expense) benefit | | | (15,180 | ) | | | 87,538 | |
| Total income tax expense on profits | | Ps. | (388,110 | ) | | Ps. | (150,641 | ) |
| | For the six months ended | |
| | | June 30, | |
| | | 2016 | | | 2015 | |
| | | | | | | |
| Current tax expense | | Ps. | (660,916 | ) | | Ps. | (570,483 | ) |
| Deferred income tax (expense) benefit | | | 2,433 | | | | 288,887 | |
| Total income tax expense on profits | | Ps. | (658,483 | ) | | Ps. | (281,596 | ) |
The Company’s effective tax rate during the three and six months ended June 30, 2015 and 2016 was 30%.
16. Commitments and contingencies
Committed expenditures for aircraft purchase and related flight equipment related to the Airbus purchase agreement, including estimated amounts for contractual prices escalations and pre-delivery payments, will be as follows:
| | | Commitment expenditures in U.S. dollars | | | Commitment expenditures equivalent in Mexican pesos | |
| 2016 | | US$ | 20,960 | | | Ps. | 396,385 | |
| 2017 | | | 82,275 | | | | 1,555,926 | |
| 2018 | | | 119,883 | | | | 2,267,149 | |
| 2019 | | | 91,556 | | | | 1,731,437 | |
| 2020 | | | 25,692 | | | | 485,861 | |
| | | US$ | 340,366 | | | Ps. | 6,436,758 | |
All aircraft acquired by the Company through the Airbus Purchase Agreement at June 30, 2016 and December 31, 2015 have been subject to sale and leaseback transactions.
Litigation
a) The Company and its CEO, CFO, certain of its current directors and certain of its former directors, are among the defendants in a putative class action commenced on February 24, 2015 in the United States District Court for the Southern District of New York brought on behalf of purchasers of ADSs in and/or traceable to the September 2013 IPO. The complaint, which also names as defendants the underwriters of the IPO, generally alleges that the registration statement and prospectus for the ADSs contained misstatements and omissions with respect to the recognition of non-ticket revenue in violation of the federal securities laws, and seeks unspecified damages and rescission. Pavers and Road Builders Pension Fund was appointed as lead plaintiff for the action. The motion to dismiss requested by the Company and all defendants was granted with prejudice in their favor on July 6, 2016. Plaintiff is entitled to challenge the ruling. The Company believes that the outcome of the proceedings to which we are currently a party will not, individually or in the aggregate, have a material adverse effect on the consolidated financial statements.
b) The Company is a party to legal proceedings and claims that arise during the ordinary course of business. The Company believes the ultimate outcome of these matters will not have a material adverse effect on the Company’s financial position, results of operations, or cash flows.
17. Operating segments
The Company is managed as a single business unit that provides air transportation services. The Company has two geographic segments identified below:
| | | During the three months period ended June 30, | |
| | | 2016 | | | 2015 | |
| Operating revenues: | | | | | | |
| Domestic (Mexico) | | Ps. | 3,634,059 | | | Ps. | 2,909,441 | |
| International | | | 1,496,618 | | | | 1,189,826 | |
| Total operating revenues | | Ps. | 5,130,677 | | | Ps. | 4,099,267 | |
| | | During the six months period ended June 30, | |
| | | 2016 | | | 2015 | |
| Operating revenues: | | | | | | |
| Domestic (Mexico) | | Ps. | 7,269,301 | | | Ps. | 5,521,200 | |
| International | | | 3,043,226 | | | | 2,346,297 | |
| Total operating revenues | | Ps. | 10,312,527 | | | Ps. | 7,867,497 | |
Revenues are allocated by geographic segments based upon the origin of each flight.
The breakdown of our non-ticket revenues for the three months period ended June 30, 2016 ad 2015 is as follows:
| | | | | | | |
| | | 2016 | | | 2015 | |
| Non-ticket revenues | | | | | | |
| Air travel-related services | | Ps. | 1,191,003 | | | Ps. | 790,467 | |
| Non-air travel-related services | | | 82,597 | | | | 138,638 | |
| Cargo | | | 42,940 | | | | 48,070 | |
| Total non-ticket revenues | | Ps. | 1,316,540 | | | Ps. | 977,175 | |
The breakdown of our non-ticket revenues for the six months period ended June 30, 2016 ad 2015 is as follows:
| | | | | | | |
| | | 2016 | | | 2015 | |
| Non-ticket revenues | | | | | | |
| Air travel-related services | | Ps. | 2,311,098 | | | Ps. | 1,486,935 | |
| Non-air travel-related services | | | 197,905 | | | | 242,499 | |
| Cargo | | | 83,824 | | | | 93,809 | |
| Total non-ticket revenues | | Ps. | 2,592,827 | | | Ps. | 1,823,243 | |
18. Subsequent events
Subsequent to June 30, 2016 and through July 20, 2016, the Company does not have any subsequent events to report.
Basis of preparation
Statement of compliance
The unaudited interim condensed consolidated financial statements, which include the consolidated statements of financial position as of June 30, 2016 and December 31, 2015, and the related consolidated statements of operations, comprehensive income for each of the six and three months period June 30, 2016 and 2015, consolidated statement of changes in equity as of June 2016 and 2015 and the consolidated statement of cash flows for each of the six months period June 30, 2016 and 2015, have been prepared in accordance with International Accounting Standard (“IAS”) 34 Interim Financial Reporting and using the same accounting policies applied in preparing the annual financial statements, except as explained below.
The unaudited interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Company’s annual consolidated financial statements as of December 31, 2015 and 2014, and for the three years period ended December 31, 2015.
Basis of measurement and presentation
The accompanying consolidated financial statements have been prepared under the historical-cost convention, except for derivative financial instruments that are measured at fair value and investments in marketable securities measured at fair value through profit and loss (“FVTPL”). The preparation of the consolidated financial statements in accordance with IFRS requires management to make estimates and assumptions that affect the amounts reported in the accompanying consolidated financial statements and notes. Actual results could differ from those estimates.
a) Basis of consolidation
The accompanying consolidated financial statements comprise the financial statements of the Company and its subsidiaries.
The financial statements of the subsidiaries are prepared for the same reporting period as the parent Company, using consistent accounting policies.
Control is achieved when the Company is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Specifically, the Company controls an investee if, and only if, the Company has:
(i) Power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the investee).
(ii) Exposure, or rights, to variable returns from its involvement with the investee.
(iii) The ability to use its power over the investee to affect its returns.
When the Company has less than a majority of the voting or similar rights of an investee, the Company considers all relevant facts and circumstances in assessing whether it has power over an investee, including:
(i) The contractual arrangement with the other vote holders of the investee.
(ii) Rights arising from other contractual arrangements.
(iii) The Company’s voting rights and potential voting rights.
The Company re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated financial statements from the date the Company gains control until the date the Company ceases to control the subsidiary.
Profit or loss and each component of other comprehensive income (“OCI”) are attributed to the equity holders of the parent of the Company and to the non-controlling interest even if this results in the non-controlling interests having a deficit balance.
Non-controlling interests represent the portion of profits or losses and net assets representing ownership interests in subsidiaries not held by the Company. Non-controlling interests are presented separately in the consolidated statements of operations, consolidated statements of comprehensive income and consolidated statements of changes in equity, separately from the Company’s own interest.
Acquisitions of non-controlling interest are recognized as equity transactions (transactions with owners in their capacity as owners). The carrying amounts of the controlling and non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiary. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid are recognized directly in equity and attributed to the owners of the parent.
All intercompany balances, transactions, unrealized gains and losses resulting from intercompany transactions are eliminated in full.
b) Revenue recognition
Passenger revenues:
Revenues from the air transportation of passengers are recognized at the earlier of when the service is provided or when the non-refundable ticket expires at the date of the scheduled travel.
Ticket sales for future flights are initially recognized as liabilities under the caption unearned transportation revenue and, once the transportation service is provided by the Company or when the non-refundable ticket expires at the date of the scheduled travel, the earned revenue is recognized as passenger ticket revenues and the unearned transportation revenue is reduced by the same amount. All of the Company’s tickets are non-refundable and are subject to change upon a payment of a fee. Additionally the Company does not operate a frequent flier program.
Non-ticket revenues:
The most significant non-ticket revenues include revenues generated from: (i) air travel-related services (ii) revenues from non-air travel-related services and (iii) cargo services. Air travel-related services include but are not limited to fees charged for excess baggage, bookings through the call center or third-party agencies, advanced seat selection, itinerary changes, charters and airport passenger facility charges for no-show tickets. They are recognized as revenue when the related transportation service is provided by the Company.
Revenues from non-air travel-related services include commissions charged to third parties for the sale of hotel rooms, trip insurance and rental cars. They are recognized as revenue at the time the service is provided. Additionally, services not directly related to air transportation include Volaris’ sale of VClub membership and the sale of advertising spaces to third parties. VClub membership fees are recognized as revenues over the term of the membership. Revenue from the sale of advertising spaces is recognized over the period in which the space is provided.
Revenues from cargo services are recognized when the cargo transportation is provided (upon delivery of the cargo to destination).
c) Cash and cash equivalents
Cash and cash equivalents are represented by bank deposits and highly liquid investments with maturities of 90 days or less at the original purchase date.
For the purpose of the consolidated statements of cash flows, cash and cash equivalents consist of cash and short-term investments as defined above.
d) Financial instruments
A financial instrument is any contract that gives rise to a financial asset for one entity and a financial liability or equity instrument for another entity.
Adoption of IFRS 9 (2013)
On October 1, 2014 the Company elected to early adopt IFRS 9 (2013) Financial Instruments, which comprises aspects related to classification and measurement of financial assets and financial liabilities, as well as hedge accounting treatment. This early adoption of IFRS 9 (2013) did not require retrospective adjustments to the Company.
Under IFRS 9 (2013), the FVTPL category used under IAS 39 remains permissible, although new categories of financial assets are introduced. These new categories are based on the characteristics of the instruments and the business model under which these are held, to either be measured at fair value or at amortized cost. For financial liabilities, categories provided under IAS 39 are kept. As a result, there was no difference in valuation and recognition of the financial assets under IFRS 9 (2013), since those financial assets categorized under IAS 39 as FVTPL remain in that same category under IFRS 9 (2013). In the case of trade receivables, these were not affected in terms of valuation model by this version of IFRS 9 (2013), since they are carried at amortized cost and continued to be accounted for as such.
Also, the hedge accounting section of IFRS 9 (2013) requires for options that qualify and are formally designated as hedging instruments, the intrinsic value of the option to be defined as the hedging instrument, thus allowing for the exclusion of changes in fair value attributable to extrinsic value (time value and volatility), to be accounted, under the transaction-related method, separately as a cost of hedging that needs to be initially recognized in OCI and accumulated in a separate component of equity, since the hedged item is a portion of the forecasted jet fuel consumption. The extrinsic value is recognized in the consolidated statement of operations when the hedged item is recognized in income.
i) Financial assets
Classification of financial assets
The Company determines the classification and measurement of financial assets, in accordance with the new categories introduced by IFRS 9 (2013), which are based on both: the characteristics of the contractual cash flows of these assets and the business model objective for holding them.
Financial assets include those carried at FVTPL, whose objective to hold them is for trading purposes (short term investments), or at amortized cost, for accounts receivables held to collect the contractual cash flows, which are characterized by solely payments of principal and interest (“SPPI”). Derivative financial instruments are also considered financial assets when these represent contractual rights to receive cash or another financial asset.
Initial recognition
All the Company’s financial assets are initially recognized at fair value, including derivative financial instruments.
Subsequent measurement
The subsequent measurement of financial assets depends on their initial classification, as is described below:
1. Financial assets at FVTPL which include financial assets held for trading.
2. Financial assets at amortized cost, whose characteristics meet the SPPI criterion and were originated to be held to collect principal and interest in accordance with the Company’s business model.
3. Derivative financial instruments are designated for hedging purposes under the cash flow hedge (“CFH”) accounting model and are measured at fair value.
Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is derecognized when:
| a) | The rights to receive cash flows from the asset have expired; |
| b) | The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either (i) the Company has transferred substantially all the risks and rewards of the asset, or (ii) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset; or |
| c) | When the Company has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the asset is recognized to the extent of the Company’s continuing involvement in the asset. In that case, the Company also recognizes an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Company has retained. |
ii) Impairment of financial assets
The Company assesses, at each reporting date, whether there is objective evidence that a financial asset or a group of financial assets is impaired. A financial asset or a group of financial assets is deemed to be impaired if there is objective evidence of impairment as a result of one or more events that has occurred since the initial recognition of the asset (an incurred “loss event”) and that loss event has an impact on the estimated future cash flows of the financial asset or the group of financial assets that can be reliably estimated.
Evidence of impairment may include indications that the debtors or a group of debtors is experiencing significant financial difficulty, default or delinquency in interest or principal payments, the probability that they will enter bankruptcy or other financial reorganization and observable data indicating that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic conditions that correlate with defaults.
Financial assets carried at amortized cost
Accounts receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market which meet the SPPI characteristics and are held to collect their cash flows. Therefore, after initial recognition at fair value, such financial assets are subsequently measured at amortized cost using the Effective Interest Rate (“EIR”) method, less impairment. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included in finance income in the consolidated statements of operations.
For trade receivables, the Company first assesses whether objective evidence of impairment exists individually for receivables that are individually significant, or collectively for receivables that are not individually significant. If the Company determines that no objective evidence of impairment exists for an individually assessed receivable, whether significant or not, it includes the receivable in a group of receivables with similar credit risk characteristics and collectively assesses them for impairment. Receivables that are individually assessed for impairment and for which an impairment loss is, or continues to be, recognized are not included in a collective assessment of impairment. If there is objective evidence that an impairment loss has been incurred, the amount of the loss is measured as the difference between the receivable’s carrying amount and the present value of estimated future cash flows (excluding future expected credit losses that have not yet been incurred).
iii) Financial liabilities
Classification of financial liabilities
Financial liabilities under IFRS 9 (2013) are classified at amortized cost or at FVTPL.
Derivative financial instruments are also considered financial liabilities when these represent contractual obligations to deliver cash or another financial asset.
Initial recognition
The Company determines the classification of its financial liabilities at initial recognition. All financial liabilities are recognized initially at fair value.
The Company’s financial liabilities include accounts payable to suppliers, unearned transportation revenue, other accounts payable, financial debt and financial instruments.
Subsequent measurement
The measurement of financial liabilities depends on their classification as described below:
Financial liabilities at amortized cost
Accounts payable are subsequently measured at amortized cost and do not bear interest or result in gains and losses due to their short-term nature.
After initial recognition at fair value (consideration received), interest bearing loans and borrowings are subsequently measured at amortized cost using the EIR method. Gains and losses are recognized in profit or loss when the liabilities are derecognized as well as through the EIR amortization process.
Amortized cost is calculated by taking into account any discount or premium on issuance and fees or costs that are an integral part of the EIR. The EIR amortization is included as finance costs in the consolidated statements of operations.
Financial liabilities at FVTPL
FVTPL include financial liabilities designated upon initial recognition at fair value through profit or loss. Financial liabilities under the fair value option are classified as held for trading, if they are acquired for the purpose of selling them in the near future. This category includes derivative financial instruments that are not designated as hedging instruments in hedge relationships as defined by IFRS 9 (2013). During the years ended December 31, 2015, 2014 and 2013 the Company has not designated any financial liability as at FVTPL.
Derecognition
A financial liability is derecognized when the obligation under the liability is discharged or cancelled, or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the consolidated statements of operations.
Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is reported in the consolidated statement of financial position if there is:
| (i) | A currently enforceable legal right to offset the recognized amounts, and |
| (ii) | An intention to settle on a net basis, to realize the assets and settle the liabilities simultaneously. |
e) Other accounts receivable and provision for doubtful receivables
Other accounts receivables are due primarily from major credit card processors associated with the sales of tickets and are stated at cost less allowances made for doubtful accounts, which approximates fair value given their short-term nature.
An allowance for doubtful receivables is established when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of the receivable through risk analysis and taking into account the historical analysis of the recovery of arrears.
f) Inventories
Inventories consist primarily of flight equipment expendable parts, materials and supplies, and are initially recorded at acquisition cost. Inventories are carried at the lower of cost and their net realization value. The cost is determined on the basis of the method of specific identification, and expensed when used in operations.
g) Intangibles assets
Cost related to the purchase or development of computer software that is separable from an item of related hardware is capitalized separately and amortized over the period in which it will generate benefits not exceeding five years on a straight-line basis. The Company annually reviews the estimated useful lives and salvage values of intangible assets and any changes are accounted for prospectively.
The Company records impairment charges on intangible assets used in operations when events and circumstances indicate that the assets or related cash generating unit may be impaired and the carrying amount of a long-lived asset or cash generating unit exceeds its recoverable amount, which is the higher of (i) its fair value less cost to sell, and (ii) its value in use.
The value in use calculation is based on a discounted cash flow model, using our projections of operating results for the near future. The recoverable amount of long-lived assets is sensitive to the uncertainties inherent in the preparation of projections and the discount rate used in the calculation.
h) Guarantee deposits
Guarantee deposits consist primarily of aircraft maintenance deposits paid to lessors, deposits for rent of flight equipment and other guarantee deposits. Aircraft and engine deposits are held by lessors in U.S. dollars and are presented as current assets and non-current assets, based on the recovery dates of each deposit established in the related agreements.
Aircraft maintenance deposits paid to lessors
Most of the Company’s lease agreements require the Company to pay maintenance deposits to aircraft lessors to be held as collateral in advance of the Company’s performance of major maintenance activities. These lease agreements provide that maintenance deposits are reimbursable to the Company upon completion of the maintenance event in an amount equal to the lesser of (i) the amount of the maintenance deposits held by the lessor associated with the specific maintenance event, or (ii) the qualifying costs related to the specific maintenance event.
Substantially all of these maintenance deposits are calculated based on a utilization measure of the leased aircrafts and engines, such as flight hours or cycles, and are used solely to collateralize the lessor for maintenance time run off the aircraft and engines until the completion of the maintenance of the aircraft and engines.
Maintenance deposits expected to be recovered from lessors are reflected as guarantee deposits in the accompanying consolidated statement of financial position. The portion of prepaid maintenance deposits that is deemed unlikely to be recovered, primarily relating to the rate differential between the maintenance deposits and the expected cost for the next related maintenance event that the deposits serve to collateralize, is recognized as supplemental rent in the consolidated statements of operations. Thus, any excess of the required deposit over the expected cost of the major maintenance event is recognized as supplemental rent in the consolidated statements of operations starting from the period the determination is made.
Any usage-based maintenance deposits to be paid to the lessor, related with a major maintenance event that (i) is not expected to be performed before the expiration of the lease agreement, (ii) is nonrefundable to the Company and (iii) is not substantively related to the maintenance of the leased asset, is accounted for as contingent rent in the consolidated statements of operations. The Company records lease payment as contingent rent when it becomes probable and reasonably estimable that the maintenance deposits payments will not be refunded.
The Company makes certain assumptions at the inception of the lease and at each consolidated statement of financial position date to determine the recoverability of maintenance deposits. These assumptions are based on various factors such as the estimated time between the maintenance events, the date the aircraft is due to be returned to the lessor, and the number of flight hours the aircraft and engines is estimated to be utilized before it is returned to the lessor.
In the event that lease extensions are negotiated, any extension benefit is recognized as a liability. The aggregate benefit of extension is recognized as a reduction of rental expense on a straight-line basis, except where another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Because the lease extension benefits are considered lease incentives, the benefits are deferred in the caption other liabilities and are being amortized on a straight-line basis over the remaining revised lease terms. For the years ended
i) Aircraft and engine maintenance
The Company is required to conduct diverse levels of aircraft maintenance. Maintenance requirements depend on the type of aircraft, age and the route network over which it operates.
Fleet maintenance requirements may involve short cycle engineering checks, for example, component checks, monthly checks, annual airframe checks and periodic major maintenance and engine checks.
Aircraft maintenance and repair consists of routine and non-routine works, divided into three general categories: (i) routine maintenance, (ii) major maintenance and (iii) component service.
(i) Routine maintenance requirements consists in scheduled maintenance checks on the Company’s aircraft, including pre-flight, daily, weekly and overnight checks, any diagnostics and routine repairs and any unscheduled tasks performed as required. This type of maintenance events are currently serviced by the Company mechanics and are primarily completed at the main airports that the Company currently serves. All other maintenance activities are sub-contracted to qualified maintenance business partner, repair and overhaul organizations. Routine maintenance also includes scheduled tasks that can take from seven to 14 days to accomplish and typically are required approximately every 22 months. All routine maintenance costs are expensed as incurred.
(ii) Major maintenance consist of a series of more complex tasks that can take up to eight weeks to accomplish and typically are required approximately every five to six years.
Major maintenance is accounted for under the deferral method, whereby the cost of major maintenance and major overhaul and repair is capitalized (leasehold improvements to flight equipment) and amortized over the shorter of the period to the next major maintenance event or the remaining contractual lease term. The next major maintenance event is estimated based on assumptions including estimated usage. The United States Federal Aviation Administration (“FAA”) and the Mexican Civil Aeronautic Authority (Dirección General de Aeronáutica Civil, or “DGAC”) mandate maintenance intervals and average removal times as suggested by the manufacturer.
These assumptions may change based on changes in the utilization of aircraft, changes in government regulations and suggested manufacturer maintenance intervals. In addition, these assumptions can be affected by unplanned incidents that could damage an airframe, engine, or major component to a level that would require a heavy maintenance event prior to a scheduled maintenance event. To the extent the planned usage increases, the estimated life would decrease before the next maintenance event, resulting in additional expense over a shorter period.
(iii) The Company has a power-by-hour agreement for component services, which guarantees the availability of aircraft parts for the Company’s fleet when they are required. It also provides aircraft parts that are included in the redelivery conditions of the contract (hard time) without constituting an additional cost at the time of redelivery. The monthly maintenance cost associated with this agreement is recognized as incurred in the consolidated statements of operations.
The Company has an engine flight hour agreement that guarantees a cost per overhaul, provides miscellaneous engines coverage, caps the cost of foreign objects damage events, ensures there is protection from annual escalations, and grants an annual credit for scrapped components. The cost associated with the miscellaneous engines coverage is recorded as incurred in the consolidated statements of operations.
j) Rotable spare parts, furniture and equipment, net
Rotable spare parts, furniture and equipment, are recorded at cost and are depreciated to estimated residual values over their estimated useful lives using the straight-line method.
Pre-delivery payments refer to prepayments made to aircraft and engine manufacturers during the manufacturing stage of the aircraft.
The borrowing costs related to the acquisition or construction of a qualifying asset are capitalized as part of the cost of that asset.
Depreciation rates are as follows:
| | Annual
depreciation rate |
| Aircraft parts and rotable spare parts | 8.3-16.7% |
| Standardization | Remaining contractual lease term |
| Computer equipment | 25% |
| Communications equipment | 10% |
| Office furniture and equipment | 10% |
| Electric power equipment | 10% |
| Workshop machinery and equipment | 10% |
| Service carts on board | 20% |
| Leasehold improvements to flight equipment | The shorter of: (i) remaining contractual lease term, or (ii) the next major maintenance event |
The Company reviews annually the useful lives and salvage values of these assets and any changes are accounted for prospectively.
The Company records impairment charges on rotable spare parts, furniture and equipment used in operations when events and circumstances indicate that the assets may be impaired or when the carrying amount of a long-lived asset or related cash generating unit exceeds its recoverable amount, which is the higher of (i) its fair value less cost to sell and (ii) its value in use.
The value in use calculation is based on a discounted cash flow model, using our projections of operating results for the near future. The recoverable amount of long-lived assets is sensitive to the uncertainties inherent in the preparation of projections and the discount rate used in the calculation.
k) Foreign currency transactions and exchange differences
The Mexican peso is the functional currency of the Company and its subsidiaries.
Transactions in foreign currencies are translated into the Company’s functional currency at the exchange rate at the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies are subsequently translated at the exchange rate at the consolidated statement of financial position date. Any differences resulting from the currency translation are recognized in the consolidated statements of operations.
Non-monetary items that are measured in terms of historical cost in a foreign currency are not subject to remeasurement after the dates of the initial recognition.
On consolidation, the assets and liabilities of foreign operations are translated into pesos at the rate of exchange prevailing at the reporting date and their statements of operations are translated at exchange rates prevailing at the dates of the transactions. The exchange differences arising on translation for consolidation are recognized in OCI. On disposal of a foreign operation, the component of OCI relating to that particular foreign operation is recognized in profit or loss.
l) Liabilities and provisions
Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.
For the operating leases, the Company is contractually obligated to return the leased aircraft in a specific return condition. The Company accrues for restitution costs related to aircraft held under operating leases throughout the term of the lease, based upon the estimated cost of satisfying the return condition criteria for each aircraft. These return obligations are related to the costs to be incurred in the reconfiguration of aircraft (interior and exterior), painting, carpeting and other costs, which are estimated based on current cost adjusted for inflation. The return obligation is estimated at the inception of each leasing arrangement and recognized over the term of the lease.
The Company records aircraft lease return obligation reserves based on the best estimate of the return obligation costs under each aircraft lease agreement.
The aircraft lease agreements of the Company also require that the aircraft and engines be returned to lessors under specific conditions of maintenance. The costs of return, which in no case are related to scheduled major maintenance, are estimated and recognized ratably as a provision from the time it becomes likely such costs will be incurred and can be estimated reliably. These return costs are recognized as a component of supplementary rents.
m) Employee benefits
i) Personnel vacations
The Company recognizes a reserve for the costs of paid absences, such as vacation time, based on the accrual method.
ii) Termination benefits
The Company recognizes a liability and expense for termination benefits at the earlier of the following dates:
a) When it can no longer withdraw the offer of those benefits; and
b) When it recognizes costs for a restructuring that is within the scope of IAS 37, Provisions, Contingent Liabilities and Contingent Assets, and involves the payment of termination benefits.
The Company is demonstrably committed to a termination when, and only when, the entity has a detailed formal plan for the termination and is without realistic possibility of withdrawal.
iii) Seniority premiums
In accordance with Mexican Labor Law, the Company provides seniority premium benefits to its employees under certain circumstances. These benefits consist of a one-time payment equivalent to 12 days wages for each year of service (at the employee’s most recent salary, but not to exceed twice the legal minimum wage), payable to all employees with 15 or more years of service, as well as to certain employees terminated involuntarily prior to the vesting of their seniority premium benefit.
Obligations relating to seniority premiums other than those arising from restructurings, are recognized based upon actuarial calculations and are determined using the projected unit credit method.
Remeasurement gains and losses are recognized in full in the period in which they occur in OCI. Such remeasurement gains and losses are not reclassified to profit or loss in subsequent periods.
The defined benefit asset or liability comprises the present value of the defined benefit obligation using a discount rate based on government bonds (Certificados de la Tesorería de la Federación, or “CETES” in Mexico), less the fair value of plan assets out of which the obligations are to be settled.
iv) Incentives
The Company has a quarterly incentive plan for certain personnel whereby cash bonuses are awarded for meeting certain performance targets. These incentives are payable shortly after the end of each quarter and are accounted for as a short-term benefit under IAS 19, Employee Benefits. A provision is recognized based on the estimated amount of the incentive payment.
During the year ended December 31, 2015, the Company adopted a new short-term benefit plan for certain key personnel whereby cash bonuses are awarded when certain Company’s performance targets are met. These incentives are payable shortly after the end of each year and also are accounted for as a short-term benefit under IAS 19, Employee Benefits. A provision is recognized based on the estimated amount of the incentive payment. During the year ended December 31, 2015, the Company recorded an expense and provision in an amount of Ps.70,690, recorded in the caption salaries and benefits.
v) Long-term retention plan (“LTRP”)
During 2010, the Company adopted an employee LTRP, the purpose of which is to retain high performing employees within the organization by paying incentives contingent on meeting certain Company’s performance targets. Incentives under this plan were payable in three equal annual installments, following the provisions for other long-term benefits under IAS 19.
During 2014, this plan was restructured and it was named Long-term incentive plan (“LTIP”). This new plan consists in a share purchase plan (equity-settled) and a share appreciation rights plan (cash settled). See below for accounting for share-based payments.
vi) Share-based payments
a) LTIP
- Share purchase plan (equity-settled)
Certain key employees of the Company receive additional benefits through a share purchase plan, which has been classified as an equity-settled share-based payment. The equity-settled compensation cost is recognized in the consolidated statement of operations under the caption of salaries and benefits, over the requisite service period.
- Share appreciation rights plan (cash settled)
The Company granted share appreciation rights (“SARs”) to key employees, which entitle them to a cash payment after a service period. The amount of the cash payment is determined based on the increase in the share price of the Company between the grant date and the time of exercise. The compensation cost is recognized in the consolidated statement of operations under the caption of salaries and benefits, over the requisite service period.
b) Management incentive plan (“MIP”)
Certain key employees of the Company receive additional benefits through a share purchase plan, which has been classified as an equity-settled share-based payment. The equity-settled compensation cost is recognized in the consolidated statement of operations under the caption of salaries and benefits, over the requisite service period.
vii) Employee profit sharing
For the years ended December 2015 and 2014, the Mexican Income Tax Law (“MITL”), establishes that the base for computing current year employee profit sharing shall be the taxpayer’s taxable income of the year for income tax purposes, including certain adjustments established in the Income Tax Law, at the rate of 10%. For the year ended December 31, 2013, employee profit sharing was computed at the rate of 10% of the individual Company’s taxable income, except for depreciation of historical rather than restated values, foreign exchange gains and losses, which are not included until the asset is disposed of or the liability is due, and other effects of inflation are also excluded. The cost of employee profit sharing earned for the current-year is presented as an expense in the consolidated statements of operations.
n) Leases
The determination of whether an arrangement is, or contains, a lease is based on the substance of the arrangement at inception date, whether fulfillment of the arrangement is dependent on the use of a specific asset or assets or the arrangement conveys a right to use the asset, even if that right is not explicitly specified in an arrangement.
Property and equipment lease agreements are recognized as finance leases if the risks and benefits incidental to ownership of the leased assets have been transferred to the Company when (i) the ownership of the leased asset is transferred to the Company upon termination of the lease; (ii) the agreement includes an option to purchase the asset at a reduced price; (iii) the term of the lease is for the major part of the economic life of the leased asset; (iv) the present value of minimum lease payments is at least substantially all of the fair value of the leased asset; or (v) the leased asset is of a specialized nature for the Company.
When the risks and benefits incidental to the ownership of the leased asset remain mostly with the lessor, they are classified as operating leases and rental payments are charged to results of operations on a straight-line over the term of the lease.
The Company’s lease contracts for aircraft, engines and components parts are classified as operating leases.
Sale and leaseback
The Company enters into sale and leaseback agreements whereby an aircraft or engine is sold to a lessor upon delivery and the lessor agrees to lease such aircraft or engine back to the Company. Leases under sale and leaseback agreements meet the conditions for treatment as operating leases.
Profit or loss related to a sale transaction followed by an operating lease, is accounted for as follows:
(i) Profit or loss is recognized immediately when it is clear that the transaction is established at fair value.
(ii) If the sale price is at or below fair value, any profit or loss is recognized immediately. However, if the loss is compensated for by future lease payments at below market price, such loss is recognized as an asset in the consolidated statements of financial position, and amortized to the consolidated statements of operations in proportion to the lease payments over the contractual lease term.
(iii) If the sale price is above fair value, the excess of the price above the fair value is deferred and amortized to the consolidated statements of operations over the asset’s expected lease term, including probable renewals, with the amortization recorded as a reduction of rent expense.
o) Taxes and fees payable
The Company is required to collect certain taxes and fees from customers on behalf of government agencies and airports and to remit these to the applicable governmental entity or airport on a periodic basis. These taxes and fees include federal transportation taxes, federal security charges, airport passenger facility charges, and foreign arrival and departure fees. These charges are collected from customers at the time they purchase their tickets, but are not included in passenger revenue. The Company records a liability upon collection from the customer and discharges the liability when payments are remitted to the applicable governmental entity or airport.
p) Income taxes
Current income tax
Current income tax assets and liabilities for the current period are measured at the amount expected to be recovered from or paid to the tax authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date.
Current income tax relating to items recognized directly in equity is recognized in equity and not in the income statement. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
Deferred tax
Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.
Deferred tax liabilities are recognized for all taxable temporary differences.
Deferred tax assets are recognized for all deductible temporary differences, the carry-forward of unused tax credits and any available tax losses. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry-forward of unused tax credits and available tax losses can be utilized.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized. Unrecognized deferred tax assets are reassessed at each reporting date and are recognized to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.
Deferred tax relating to items recognized outside profit or loss is recognized outside profit or loss. Deferred tax items are recognized in correlation to the underlying transaction in OCI.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.
The charge for income taxes incurred is computed based on tax laws approved in Mexico at the date of the consolidated statement of financial position.
q) Derivative financial instruments and hedge accounting
The Company mitigates certain financial risks, such as volatility in the price of jet fuel, adverse changes in interest rates and exchange rate fluctuations, through a risk management program that includes the use of derivative financial instruments.
In accordance with IFRS 9 (2013), derivative financial instruments are recognized in the consolidated statement of financial position at fair value. At inception of a hedge relationship, the Company formally designates and documents the hedge relationship to which it wishes to apply hedge accounting; as well as, the risk management objective and strategy for undertaking the hedge. The documentation includes the hedging strategy and objective, identification of the hedging instrument, the hedged item or transaction, the nature of the risks being hedged and how the entity will assess the effectiveness of changes in the hedging instrument’s fair value in offsetting the exposure to changes in the hedged item’s fair value or cash flows attributable to the hedged risk(s). Only if such hedges are expected to be effective in achieving offsetting changes in fair value or cash flows of the hedge item(s) and are assessed on an ongoing basis to determine that they actually have been effective throughout the financial reporting periods for which they were designated, hedge accounting treatment can be used.
Under the cash flow hedges (“CFH”) accounting model, the effective portion of the hedging instrument’s changes in fair value is recognized in OCI, while the ineffective portion is recognized in current year earnings.
The realized gain or loss of derivative financial instruments that qualify as CFH is recorded in the same caption of the hedged item in the consolidated statement of operations.
Accounting for the time value of options
The Company accounts for the time value of options in accordance with IFRS 9 (2013), which requires all derivative financial instruments to be initially recognized at fair value. Subsequent measurement for options purchased and designated as CFH requires that the option’s changes in fair value be segregated into its intrinsic value (which will be considered the hedging instrument’s effective portion in OCI) and its correspondent changes in extrinsic value (time value and volatility). The extrinsic value changes will be considered as a cost of hedging (recognized in OCI in a separate component of equity) and accounted for in income when the hedged items also is recognized in income.
Outstanding derivative financial instruments may require collateral to guarantee a portion of the unsettled loss prior to maturity. The amount of collateral delivered in pledge, is presented as part of non-current assets under the caption guarantee deposits, and the amount of the collateral is reviewed and adjusted on a daily basis based on the fair value of the derivative position.
r) Financial instruments – Disclosures
IFRS 7 requires a three-level hierarchy for fair value measurement disclosures and requires entities to provide additional disclosures about the relative reliability of fair value measurements.
s) Treasury shares
The Company’s equity instruments that are reacquired (treasury shares), are recognized at cost and deducted from equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of treasury shares. Any difference between the carrying amount and the consideration received, if reissued, is recognized in additional paid in capital.
Share-based payment options exercised during the reporting period are settled with treasury shares.
t) Operating segments
The Company is managed as a single business unit that provides air transportation and related services, according it has only one operating segment. The Company has two geographic areas identified as domestic (Mexico) and international (United States of America and Central America).
u) Current versus non-current classification
The Company presents assets and liabilities in the consolidated statement of financial position based on current/non-current classification. An asset is current when it is: (i) expected to be realized or intended to be sold or consumed in normal operating cycle, (ii) expected to be realized within twelve months after the reporting period, or, (iii) cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period. All other assets are classified as non-current.
A liability is current when: (i) it is expected to be settled in normal operating cycle, (ii) it is due to be settled within twelve months after the reporting period, or, (iii) there is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period. The Company classifies all other liabilities as non-current. Deferred tax assets and liabilities are classified as noncurrent assets and liabilities.
v) Convenience translation
U.S. dollar amounts at June 30, 2016 shown in the consolidated financial statements have been included solely for the convenience of the reader and are translated from Mexican pesos, using an exchange rate of Ps.18.9113 per U.S. dollar, as reported by the Mexican Central Bank (Banco de México) as the rate for the payment of obligations denominated in foreign currency payable in Mexico in effect on June 30, 2016. Such translation should not be construed as a representation that the peso amounts have been or could be converted into U.S. dollars at this or any other rate. The referred information in U.S. dollars is solely for information purposes and does not represent the amounts are in accordance with IFRS or the equivalent in U.S. dollars in which the transactions were conducted or in which the amounts presented in Mexican pesos can be translated or realized.
Volaris Reports Record Second Quarter 2016 Results: 35% Adjusted EBITDAR Margin
Mexico City, Mexico, July 22, 2016 – Volaris* (NYSE: VLRS and BMV: VOLAR), the ultra-low-cost airline serving Mexico, the United States and Central America, today announced its financial results for the second quarter 2016.
The following financial information, unless otherwise indicated, is presented in accordance with International Financial Reporting Standards (IFRS).
Second Quarter 2016 Highlights
| < | Total operating revenues reached Ps.5,131 million for the second quarter, an increase of 25.2% year over year. |
| < | Non-ticket revenues were Ps.1,317 million for the second quarter, an increase of 34.7% year over year. Non-ticket revenues per passenger for the second quarter were Ps.362, increasing 6.6% year over year. |
| < | Total operating revenues per available seat mile (TRASM) rose to Ps.128.9 cents for the second quarter, an increase of 4.8% year over year. |
| < | Operating expenses per available seat mile (CASM) were Ps.119.2 cents for the second quarter, an increase of 5.9% year over year. |
| < | Adjusted EBITDAR was Ps.1,819 million for the second quarter, an increase of 42.1% year over year. Adjusted EBITDAR margin was 35.5% for the second quarter, a margin expansion of 4.3 percentage points. |
| < | Operating income was Ps.388 million for the second quarter, with an operating margin of 7.6%, equal to a year over year operating margin decrease of 0.9 percentage points. |
| < | Net income was Ps.935 million (Ps.0.92 per share / US$0.49 per ADS) for the second quarter, with a net margin of 18.2%, a year over year margin increase of 9.6 percentage points. |
| < | Net increase of cash and cash equivalents was Ps.564 million for the second quarter. As of June 30, 2016, unrestricted cash and cash equivalents were Ps.6,930 million. |
Volaris´ CEO Enrique Beltranena commented: “Volaris’ performance highlights the resilience of its ULCC model that combines high growth, expanding unit revenue, and managing unit costs down. These results reflect our ability to stimulate demand with low base fares, successfully switch bus passengers to air travel and further unbundle our product offering. We will work to continue balancing our growth with profitability to create shareholder value.”
Solid Demand Supports Traffic Volume Growth, Despite Exchange Rate and Fuel Price Volatility
| < | Air traffic volume increase: The Mexican DGAC reported overall passenger volume growth for Mexican carriers of 9.0% year over year in April and May. Domestic passenger volume increased 9.2%, while international passenger volume increased 8.2%. |
| | |
| < | Exchange rate volatility: The Mexican peso depreciated 17.9% year over year against the US dollar, from an average of Ps.15.31 pesos per US dollar in the second quarter 2015 to Ps.18.05 pesos per US dollar during the second quarter 2016. |
| | |
| < | Lower fuel prices: The average economic fuel cost per gallon decreased 8.6% to Ps.28.3 per gallon (US$1.5) in the second quarter 2016, year over year. |
Unit Revenue Improvements Driven by Volume and Non-Ticket Revenue Expansion, Despite Adverse Seasonality
| < | Passenger traffic stimulation: Volaris booked 3.6 million passengers in the second quarter of 2016, up 26.4% year over year. Volaris traffic (measured in terms of revenue passenger miles, or RPMs) increased 24.0% for the same period. |
| | |
| < | Unit revenue improvement and demand driven capacity growth: For the second quarter of 2016, TRASM increased 4.8%, while yield decreased 1.5%, year over year. During the second quarter, in terms of ASMs, domestic capacity grew 19.3%, while international capacity increased 19.9% responding to a strong demand from both markets. This was accomplished despite the effects of adverse seasonality due to high traffic in Holy and Easter weeks falling in the first quarter, unlike 2015 when they fell predominantly in the second quarter. System load factor during the quarter increased 3.2 percentage points year over year to 86.1%. |
| | |
| < | Non-ticket revenues growth: Non-ticket revenues and non-ticket revenues per passenger increased 34.7% and 6.6% year over year for the second quarter of 2016, respectively. The Company has been expanding its product offering and improving its presence in mobile, web and airport kiosks, while more dynamically pricing its ancillaries. |
| | |
| < | New routes: In the second quarter 2016, Volaris launched eight new routes, six domestic and two international. |
Exchange Rate Pressures Challenge Fuel Savings
In the second quarter 2016, Volaris continued to experience pressure in US-dollar denominated costs, such as aircraft and engine rent expenses, international airport costs, and maintenance expenses due to the depreciation of the Mexican peso. The CASM for the second quarter was Ps.119.2 cents, a 5.9% increase compared to the second quarter 2015, mainly driven by FX pressures.
Young and Fuel Efficient Fleet Supporting Lower Operating Costs
During the second quarter, the Company incorporated five additional aircraft comprised of three A320s and two A321s. As of June 30, 2016, Volaris fleet was composed of 64 aircraft (18 A319s, 42 A320s and 4 A321s), with an average age of 4.5 years. At the end of the second quarter 2016 Volaris’ fleet had an average of 171 seats per aircraft, an increase from 168 seats in the second quarter of 2015, and 51% of our seats were in sharklet-equipped aircraft.
Cash Flow Generation, Solid Balance Sheet and Good Liquidity
The net increase in cash and cash equivalents was equal to Ps.564 million during the second quarter, mainly driven by positive operating cash flow of Ps.194 million and by net foreign exchange differences on cash balance by Ps.409 million. As of June 30, 2016, Volaris’ unrestricted cash and cash equivalents balance was Ps.6,930 million. Volaris registered negative net debt (or a positive net cash position) of Ps.6,109 million and total equity of Ps.8,611 million.
Active in Fuel Risk Management
Volaris remains active in its fuel risk management program. Volaris utilized call options to hedge 62% of its second quarter 2016 fuel consumption, at an average strike price of US $1.95 per gallon, which combined with the 38% unhedged consumption, resulted in a blended average economic fuel cost of US$1.50 per gallon.
Investors are urged to carefully read the Company's periodic reports filed with or furnished to the Securities and Exchange Commission, for additional information regarding the Company.
Conference Call/Webcast Details:
Presenters for the Company: Date: | Mr. Enrique Beltranena, CEO Mr. Fernando Suárez, CFO Friday, July 22, 2016 |
| Time: | 10:00 am U.S. EDT (9:00 am Mexico City Time) |
| United States dial in (toll free): | 1-800-311-9408 |
| Mexico dial in (toll free): | 0-1-800-847-7666 |
| Brazil dial in (toll free): | 0800-282-5781 |
| International dial in: | +1-334-323-7224 |
| Participant entry number: | 83342 |
| Webcast will be available on our website: | https://www.webcaster4.com/Webcast/Page/1174/15984 |
About Volaris:
*Controladora Vuela Compañía de Aviación, S.A.B. de C.V. (“Volaris” or the “Company”) (NYSE: VLRS and BMV: VOLAR), is an ultra-low-cost carrier, with point-to-point operations, serving Mexico, the United States and Central America. Volaris offers low base fares to build its market, providing quality service and extensive customer choice. Since beginning operations in March 2006, Volaris has increased its routes from five to more than 154 and its fleet from four to 64 aircraft. Volaris offers more than 286 daily flight segments on routes that connect 40 cities in Mexico and 25 cities in the United States and Central America with the youngest fleet in Mexico. Volaris targets passengers who are visiting friends and relatives, cost-conscious business people and leisure travelers in Mexico and to select destinations in the United States and Central America. Volaris has received the ESR Award for Social Corporate Responsibility for six consecutive years. For more information, please visit: www.volaris.com
Forward-looking Statements:
Statements in this release contain various 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, which represent the Company's expectations or beliefs concerning future events. When used in this release, the words "expects," "estimates," "plans," "anticipates," "indicates," "believes," "forecast," "guidance," "outlook," "may," "will," "should," "seeks," "targets" and similar expressions are intended to identify forward-looking statements. Similarly, statements that describe the Company's objectives, plans or goals, or actions the Company may take in the future, are forward-looking statements. Forward-looking statements include, without limitation, statements regarding the Company's intentions and expectations regarding the delivery schedule of aircraft on order, announced new service routes and customer savings programs. All forward-looking statements in this release are based upon information available to the Company on the date of this release. 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. Forward-looking statements are subject to a number of factors that could cause the Company's actual results to differ materially from the Company's expectations, including the competitive environment in the airline industry; the Company's ability to keep costs low; changes in fuel costs; the impact of worldwide economic conditions on customer travel behavior; the Company's ability to generate non-ticket revenues; and government regulation. Additional information concerning these and other factors is contained in the Company's Securities and Exchange Commission filings.
Investor Relations Contact:
Andrés Pliego & Diana Martínez / Investor Relations / ir@volaris.com / +52 55 5261 6444
Cynthia Llanos / cllanos@gcya.net / +52 1 55 4577 0803
Controladora Vuela Compañía de Aviación, S.A.B. de C.V. and Subsidiaries
Financial and Operating Indicators
Unaudited (In Mexican pesos, except otherwise indicated) | | Three months ended June 30, 2016 (US Dollars)* | | | Three months ended June 30, 2016 | | | Three months ended June 30, 2015 | | | Variance (%) | |
| Total operating revenues (millions) | | | 271 | | | | 5,131 | | | | 4,099 | | | | 25.2 | % |
| Total operating expenses (millons) | | | 251 | | | | 4,743 | | | | 3,750 | | | | 26.5 | % |
| EBIT (millions) | | | 21 | | | | 388 | | | | 349 | | | | 11.2 | % |
| EBIT margin | | | 7.6 | % | | | 7.6 | % | | | 8.5 | % | | (0.9) pp | |
| Adjusted EBITDA (millions) | | | 28 | | | | 526 | | | | 474 | | | | 11.0 | % |
| Adjusted EBITDA margin | | | 10.3 | % | | | 10.3 | % | | | 11.6 | % | | (1.3) pp | |
| Adjusted EBITDAR (millions) | | | 96 | | | | 1,819 | | | | 1,281 | | | | 42.1 | % |
| Adjusted EBITDAR margin | | | 35.5 | % | | | 35.5 | % | | | 31.2 | % | | 4.3 pp | |
| Net income (millions) | | | 49 | | | | 935 | | | | 351 | | | >100% | |
| Net margin | | | 18.2 | % | | | 18.2 | % | | | 8.6 | % | | 9.6 pp | |
| Earnings per share: | | | | | | | | | | | | | | | | |
| Basic (pesos) | | | 0.05 | | | | 0.92 | | | | 0.35 | | | >100% | |
| Diluted (pesos) | | | 0.05 | | | | 0.92 | | | | 0.35 | | | >100% | |
| Earnings per ADS: | | | | | | | | | | | | | | | | |
| Basic (pesos) | | | 0.49 | | | | 9.24 | | | | 3.47 | | | >100% | |
| Diluted (pesos) | | | 0.49 | | | | 9.24 | | | | 3.47 | | | >100% | |
| Weighted average shares outstanding: | | | | | | | | | | | | | |
| Basic | | | - | | | | 1,011,876,677 | | | | 1,011,876,677 | | | | 0.0 | % |
| Diluted | | | - | | | | 1,011,876,677 | | | | 1,011,876,677 | | | | 0.0 | % |
Available seat miles (ASMs) (millions)(1) | | | - | | | | 3,980 | | | | 3,332 | | | | 19.4 | % |
| Domestic | | | - | | | | 2,819 | | | | 2,364 | | | | 19.3 | % |
| International | | | - | | | | 1,161 | | | | 969 | | | | 19.9 | % |
Revenue passenger miles (RPMs) (millions)(1) | | | - | | | | 3,428 | | | | 2,764 | | | | 24.0 | % |
| Domestic | | | - | | | | 2,421 | | | | 1,944 | | | | 24.6 | % |
| International | | | - | | | | 1,007 | | | | 820 | | | | 22.8 | % |
Load factor(2) | | | - | | | | 86.1 | % | | | 82.9 | % | | 3.2 pp | |
| Domestic | | | - | | | | 85.9 | % | | | 82.2 | % | | 3.7 pp | |
| International | | | - | | | | 86.7 | % | | | 84.5 | % | | 2.2 pp | |
Total operating revenue per ASM (TRASM) (cents)(1) | | | 6.8 | | | | 128.9 | | | | 123.0 | | | | 4.8 | % |
Passenger revenue per ASM (RASM) (cents)(1) | | | 5.1 | | | | 95.8 | | | | 93.7 | | | | 2.3 | % |
Passenger revenue per RPM (Yield) (cents)(1) | | | 5.9 | | | | 111.3 | | | | 113.0 | | | | (1.5 | %) |
Average fare(2) | | | 55.6 | | | | 1,052 | | | | 1,087 | | | | (3.2 | %) |
Non-ticket revenue per passenger (1) | | | 19.1 | | | | 362 | | | | 339 | | | | 6.6 | % |
Operating expenses per ASM (CASM) (cents)(1) | | | 6.3 | | | | 119.2 | | | | 112.5 | | | | 5.9 | % |
Operating expenses per ASM (CASM) ( US cents)(1) | | | - | | | | 6.3 | * | | | 7.2 | * | | | (12.8 | %) |
CASM ex fuel (cents)(1) | | | 4.5 | | | | 85.0 | | | | 76.3 | | | | 11.4 | % |
CASM ex fuel (US cents)(1) | | | - | | | | 4.5 | * | | | 4.9 | * | | | (8.3 | %) |
Booked passengers (thousands)(1) | | | - | | | | 3,640 | | | | 2,880 | | | | 26.4 | % |
Departures(1 | | | - | | | | 24,919 | | | | 21,187 | | | | 17.6 | % |
Block hours(1) | | | - | | | | 65,520 | | | | 55,067 | | | | 19.0 | % |
| Fuel gallons consumed (millions) | | | - | | | | 48.0 | | | | 39.0 | | | | 23.1 | % |
| Average economic fuel cost per gallon | | | 1.5 | | | | 28.34 | | | | 31.01 | | | | (8.6 | %) |
| Aircraft at end of period | | | - | | | | 64 | | | | 53 | | | | 20.8 | % |
| Average aircraft utilization (block hours) | | | - | | | | 12.5 | | | | 12.5 | | | | 0.4 | % |
| Average exchange rate | | | - | | | | 18.05 | | | | 15.31 | | | | 17.9 | % |
| End of period exchange rate | | | - | | | | 18.91 | | | | 15.57 | | | | 21.5 | % |
| *Peso amounts were converted to U.S. dollars at end of period exchange rate for convenience purposes only | |
| (1) Includes schedule + charter (2) Includes schedule | | | | | | | | | | | | | |
Controladora Vuela Compañía de Aviación, S.A.B. de C.V. and Subsidiaries
Financial and Operating Indicators
Unaudited (In Mexican pesos, except otherwise indicated) | | Six months ended June 30, 2016 (US Dollars)* | | | Six months ended June 30, 2016 | | | Six months ended June 30, 2015 | | | Variance (%) | |
| Total operating revenues (millions) | | | 545 | | | | 10,313 | | | | 7,867 | | | | 31.1 | % |
| Total operating expenses (millons) | | | 481 | | | | 9,089 | | | | 7,172 | | | | 26.7 | % |
| EBIT (millions) | | | 65 | | | | 1,224 | | | | 695 | | | | 76.0 | % |
| EBIT margin | | | 11.9 | % | | | 11.9 | % | | | 8.8 | % | | 3.1 pp | |
| Adjusted EBITDA (millions) | | | 78 | | | | 1,482 | | | | 923 | | | | 60.5 | % |
| Adjusted EBITDA margin | | | 14.4 | % | | | 14.4 | % | | | 11.7 | % | | 2.7 pp | |
| Adjusted EBITDAR (millions) | | | 211 | | | | 3,994 | | | | 2,485 | | | | 60.7 | % |
| Adjusted EBITDAR margin | | | 38.7 | % | | | 38.7 | % | | | 31.6 | % | | 7.1 pp | |
| Net income (millions) | | | 81 | | | | 1,536 | | | | 658 | | | >100% | |
| Net margin | | | 14.9 | % | | | 14.9 | % | | | 8.4 | % | | 6.5 pp | |
| Earnings per share: | | | | | | | | | | | | | | | | |
| Basic (pesos) | | | 0.08 | | | | 1.52 | | | | 0.65 | | | >100% | |
| Diluted (pesos) | | | 0.08 | | | | 1.52 | | | | 0.65 | | | >100% | |
| Earnings per ADS: | | | | | | | | | | | | | | | | |
| Basic (pesos) | | | 0.80 | | | | 15.18 | | | | 6.50 | | | >100% | |
| Diluted (pesos) | | | 0.80 | | | | 15.18 | | | | 6.50 | | | >100% | |
| Weighted average shares outstanding: | | | | | | | | | | | | | |
| Basic | | | - | | | | 1,011,876,677 | | | | 1,011,876,677 | | | | 0.0 | % |
| Diluted | | | - | | | | 1,011,876,677 | | | | 1,011,876,677 | | | | 0.0 | % |
Available seat miles (ASMs) (millions)(1) | | | - | | | | 7,872 | | | | 6,375 | | | | 23.5 | % |
| Domestic | | | - | | | | 5,549 | | | | 4,489 | | | | 23.6 | % |
| International | | | - | | | | 2,323 | | | | 1,886 | | | | 23.2 | % |
Revenue passenger miles (RPMs) (millions)(1) | | | - | | | | 6,735 | | | | 5,199 | | | | 29.5 | % |
| Domestic | | | - | | | | 4,739 | | | | 3,663 | | | | 29.4 | % |
| International | | | - | | | | 1,996 | | | | 1,536 | | | | 29.9 | % |
Load factor(2) | | | - | | | | 85.6 | % | | | 81.5 | % | | 4.1 pp | |
| Domestic | | | - | | | | 85.4 | % | | | 81.6 | % | | 3.8 pp | |
| International | | | - | | | | 85.9 | % | | | 81.3 | % | | 4.6 pp | |
Total operating revenue per ASM (TRASM) (cents)(1) | | | 6.9 | | | | 131.0 | | | | 123.4 | | | | 6.2 | % |
Passenger revenue per ASM (RASM) (cents)(1) | | | 5.2 | | | | 98.1 | | | | 94.8 | | | | 3.4 | % |
Passenger revenue per RPM (Yield) (cents)(1) | | | 6.1 | | | | 114.6 | | | | 116.3 | | | | (1.4 | %) |
Average fare(2) | | | 58 | | | | 1,095 | | | | 1,123 | | | | (2.5 | %) |
Non-ticket revenue per passenger (1) | | | 19.4 | | | | 367 | | | | 338 | | | | 8.4 | % |
Operating expenses per ASM (CASM) (cents)(1) | | | 6.1 | | | | 115.5 | | | | 112.5 | | | | 2.6 | % |
Operating expenses per ASM (CASM) ( US cents)(1) | | | - | | | | 6.1 | * | | | 7.2 | * | | | (15.5 | %) |
CASM ex fuel (cents)(1) | | | 4.5 | | | | 85.3 | | | | 77.1 | | | | 10.7 | % |
CASM ex fuel (US cents)(1) | | | - | | | | 4.5 | * | | | 4.9 | * | | | (8.9 | %) |
Booked passengers (thousands)(1) | | | - | | | | 7,070 | | | | 5,391 | | | | 31.1 | % |
Departures(1) | | | - | | | | 48,980 | | | | 40,500 | | | | 20.9 | % |
Block hours(1) | | | - | | | | 130,389 | | | | 105,763 | | | | 23.3 | % |
| Fuel gallons consumed (millions) | | | - | | | | 93.8 | | | | 74.3 | | | | 26.2 | % |
| Average economic fuel cost per gallon | | | 1.3 | | | | 25.3 | | | | 30.4 | | | | (16.8 | %) |
| Aircraft at end of period | | | - | | | | 64 | | | | 53 | | | | 20.8 | % |
| Average aircraft utilization (block hours) | | | - | | | | 12.8 | | | | 12.3 | | | | 4.2 | % |
| Average exchange rate | | | - | | | | 18.05 | | | | 15.31 | | | | 17.9 | % |
| End of period exchange rate | | | - | | | | 18.91 | | | | 15.57 | | | | 21.5 | % |
| *Peso amounts were converted to U.S. dollars at end of period exchange rate for convenience purposes only |
| (1) Includes schedule + charter (2) Includes schedule | | | |
Controladora Vuela Compañía de Aviación, S.A.B. de C.V. and Subsidiaries
Consolidated Statement of Operations
Unaudited (In millions of Mexican pesos) | | Three months ended June 30, 2016 (US Dollars)* | | | Three months ended June 30, 2016 | | | Three months ended June 30, 2015 | | Variance (%) | |
| Operating revenues: | | | | | | | | | | | |
| Passenger | | | 202 | | | | 3,814 | | | | 3,122 | | | | 22.2 | % |
| Non-ticket | | | 70 | | | | 1,317 | | | | 977 | | | | 34.7 | % |
| | | | 271 | | | | 5,131 | | | | 4,099 | | | | 25.2 | % |
| | | | | | | | | | | | | | | | | |
| Other operating income | | | (9 | ) | | | (174 | ) | | | (37 | ) | >100% | |
| Fuel | | | 72 | | | | 1,360 | | | | 1,209 | | | | 12.5 | % |
| Aircraft and engine rent expenses | | | 68 | | | | 1,293 | | | | 807 | | | | 60.3 | % |
| Landing, take-off and navigation expenses | | | 38 | | | | 724 | | | | 607 | | | | 19.3 | % |
| Salaries and benefits | | | 31 | | | | 580 | | | | 448 | | | | 29.3 | % |
| Maintenance expenses | | | 16 | | | | 306 | | | | 198 | | | | 54.5 | % |
| Sales, marketing and distribution expenses | | | 16 | | | | 300 | | | | 232 | | | | 29.2 | % |
| Other operating expenses | | | 11 | | | | 216 | | | | 162 | | | | 33.5 | % |
| Depreciation and amortization | | | 7 | | | | 138 | | | | 125 | | | | 10.5 | % |
| Operating expenses | | | 251 | | | | 4,743 | | | | 3,750 | | | | 26.5 | % |
| | | | | | | | | | | | | | | | | |
| Operating income | | | 21 | | | | 388 | | | | 349 | | | | 11.2 | % |
| | | | | | | | | | | | | | | | | |
| Finance income | | | 1 | | | | 20 | | | | 12 | | | | 56.8 | % |
| Finance cost | | | - | | | | (8 | ) | | | (6 | ) | | | 40.1 | % |
| Exchange gains, net | | | 49 | | | | 923 | | | | 146 | | >100% | |
| Comprehensive financing result | | | 49 | | | | 935 | | | | 153 | | >100% | |
| | | | | | | | | | | | | | | | | |
| Income before income tax | | | 70 | | | | 1,323 | | | | 502 | | >100% | |
| Income tax expense | | | (21 | ) | | | (388 | ) | | | (151 | ) | >100% | |
| Net income | | | 49 | | | | 935 | | | | 351 | | >100% | |
| | | | | | | | | | | | | | | | | |
| Attribution of net income: | | | | | | | | | | | | | | | | |
| Equity holders of the parent | | | 49 | | | | 935 | | | | 351 | | >100% | |
| Non-controlling interest | | | - | | | | - | | | | - | | | | 0 | % |
| Net income | | | 49 | | | | 935 | | | | 351 | | >100% | |
| *Peso amounts were converted to U.S. dollars at end of period exchange rate for convenience purposes only. |
Controladora Vuela Compañía de Aviación, S.A.B. de C.V. and Subsidiaries
Consolidated Statement of Operations
Unaudited (In millions of Mexican pesos) | | Six months ended June 30, 2016 (US Dollars)* | | | Six months ended June 30, 2016 | | | Six months ended June 30, 2015 | | | Variance (%) | |
| Operating revenues: | | | | | | | | | | | | |
| Passenger | | | 408 | | | | 7,720 | | | | 6,044 | | | | 27.7 | % |
| Non-ticket | | | 137 | | | | 2,593 | | | | 1,823 | | | | 42.2 | % |
| | | | 545 | | | | 10,313 | | | | 7,867 | | | | 31.1 | % |
| | | | | | | | | | | | | | | | | |
| Other operating income | | | (20 | ) | | | (369 | ) | | | (61 | ) | | >100% | |
| Fuel | | | 126 | | | | 2,374 | | | | 2,260 | | | | 5.0 | % |
| Aircraft and engine rent expenses | | | 133 | | | | 2,513 | | | | 1,562 | | | | 60.9 | % |
| Landing, take-off and navigation expenses | | | 80 | | | | 1,514 | | | | 1,180 | | | | 28.3 | % |
| Salaries and benefits | | | 60 | | | | 1,143 | | | | 872 | | | | 31.1 | % |
| Maintenance expenses | | | 34 | | | | 646 | | | | 379 | | | | 70.3 | % |
| Sales, marketing and distribution expenses | | | 31 | | | | 595 | | | | 448 | | | | 32.9 | % |
| Other operating expenses | | | 22 | | | | 416 | | | | 304 | | | | 36.9 | % |
| Depreciation and amortization | | | 14 | | | | 258 | | | | 228 | | | | 13.1 | % |
| Operating expenses | | | 481 | | | | 9,089 | | | | 7,172 | | | | 26.7 | % |
| | | | | | | | | | | | | | | | | |
| Operating income | | | 65 | | | | 1,224 | | | | 695 | | | | 76.0 | % |
| | | | | | | | | | | | | | | | | |
| Finance income | | | 3 | | | | 54 | | | | 22 | | | >100% | |
| Finance cost | | | (1 | ) | | | (15 | ) | | | (10 | ) | | | 51.9 | % |
| Exchange gains, net | | | 49 | | | | 932 | | | | 233 | | | >100% | |
| Comprehensive financing result | | | 51 | | | | 971 | | | | 244 | | | >100% | |
| | | | | | | | | | | | | | | | | |
| Income before income tax | | | 116 | | | | 2,195 | | | | 939 | | | >100% | |
| Income tax expense | | | (35 | ) | | | (658 | ) | | | (282 | ) | | >100% | |
| Net income | | | 81 | | | | 1,536 | | | | 658 | | | >100% | |
| | | | | | | | | | | | | | | | | |
| Attribution of net income: | | | | | | | | | | | | | | | | |
| Equity holders of the parent | | | 81 | | | | 1,536 | | | | 658 | | | >100% | |
| Non-controlling interest | | | - | | | | - | | | | - | | | | 0 | % |
| Net income | | | 81 | | | | 1,536 | | | | 658 | | | >100% | |
| *Peso amounts were converted to U.S. dollars at end of period exchange rate for convenience purposes only. |
Controladora Vuela Compañía de Aviación, S.A.B. de C.V. and Subsidiaries
Adjusted EBITAR Reconciliation
The Company is providing a reconciliation of GAAP financial information to non-GAAP financial information as it believes that non-GAAP financial measures provide management and investors the ability to measure the performance of the Company on a consistent basis. These non-GAAP financial measures have limitations as an analytical tool.
Unaudited (In millions of Mexican pesos) | | Three months ended June 30, 2016 (US Dollars)* | | | Three months ended June 30, 2016 | | | Three months ended June 30, 2015 | |
| Reconciliation: | | | | | | | | | |
| Net (loss) income | | | 49 | | | | 935 | | | | 351 | |
| Plus (minus): | | | | | | | | | | | | |
| Finance cost | | | - | | | | 8 | | | | 6 | |
| Finance income | | | (1 | ) | | | (20 | ) | | | (12 | ) |
| Provision for income tax | | | 21 | | | | 388 | | | | 151 | |
| Depreciation and amortization | | | 7 | | | | 138 | | | | 125 | |
| EBITDA | | | 76 | | | | 1,449 | | | | 620 | |
| Exchange (gain) loss, net | | | (49 | ) | | | (923 | ) | | | (146 | ) |
| Adjusted EBITDA | | | 28 | | | | 526 | | | | 474 | |
| Aircraft and engine rent expense | | | 68 | | | | 1,293 | | | | 807 | |
| Adjusted EBITDAR | | | 96 | | | | 1,819 | | | | 1,281 | |
Unaudited (In millions of Mexican pesos) | | Six months ended June 30, 2016 (US Dollars)* | | | Six months ended June 30, 2016 | | | Six months ended June 30, 2015 | |
| Reconciliation: | | | | | | | | | |
| Net (loss) income | | | 81 | | | | 1,536 | | | | 658 | |
| Plus (minus): | | | | | | | | | | | | |
| Finance cost | | | 1 | | | | 15 | | | | 10 | |
| Finance income | | | (3 | ) | | | (54 | ) | | | (22 | ) |
| Provision for income tax | | | 35 | | | | 658 | | | | 282 | |
| Depreciation and amortization | | | 14 | | | | 258 | | | | 228 | |
| EBITDA | | | 128 | | | | 2,414 | | | | 1,156 | |
| Exchange (gain) loss, net | | | (49 | ) | | | (932 | ) | | | (233 | ) |
| Adjusted EBITDA | | | 78 | | | | 1,482 | | | | 923 | |
| Aircraft and engine rent expense | | | 133 | | | | 2,513 | | | | 1,562 | |
| Adjusted EBITDAR | | | 211 | | | | 3,994 | | | | 2,485 | |
*Peso amounts were converted to U.S. dollars at end of period exchange rate for convenience purposes only
Controladora Vuela Compañía de Aviación, S.A.B. de C.V. and Subsidiaries
Consolidated Statement of Financial Position
| (In millions of Mexican pesos) | | June 30, 2016 Unaudited (US Dollars)* | | | June 30, 2016 Unaudited | | | December 31, 2015 Audited | |
| Assets | | | | | | | | | |
| Cash and cash equivalents | | | 366 | | | | 6,930 | | | | 5,157 | |
| Accounts receivable | | | 49 | | | | 926 | | | | 464 | |
| Inventories | | | 10 | | | | 185 | | | | 163 | |
| Prepaid expenses and other current assets | | | 25 | | | | 482 | | | | 585 | |
| Financial instruments | | | 8 | | | | 155 | | | | 10 | |
| Guarantee deposits | | | 62 | | | | 1,170 | | | | 861 | |
| Total current assets | | | 521 | | | | 9,848 | | | | 7,241 | |
| Rotable spare parts, furniture and equipment, net | | | 99 | | | | 1,864 | | | | 2,550 | |
| Intangible assets, net | | | 5 | | | | 98 | | | | 95 | |
| Financial instruments | | | 26 | | | | 486 | | | | 69 | |
| Deferred income tax | | | 29 | | | | 544 | | | | 545 | |
| Guarantee deposits | | | 290 | | | | 5,485 | | | | 4,704 | |
| Other assets | | | 3 | | | | 53 | | | | 58 | |
| Total non-current assets | | | 451 | | | | 8,531 | | | | 8,020 | |
| Total assets | | | 972 | | | | 18,380 | | | | 15,261 | |
| Liabilities | | | | | | | | | | | | |
| Unearned transportation revenue | | | 159 | | | | 3,006 | | | | 1,957 | |
| Accounts payable | | | 36 | | | | 682 | | | | 795 | |
| Accrued liabilities | | | 102 | | | | 1,937 | | | | 1,471 | |
| Other taxes and fees payable | | | 69 | | | | 1,309 | | | | 1,107 | |
| Income taxes payable | | | 35 | | | | 654 | | | | 338 | |
| Financial instruments | | | 2 | | | | 39 | | | | 44 | |
| Financial debt | | | 21 | | | | 395 | | | | 1,371 | |
| Other liabilities | | | 1 | | | | 17 | | | | 19 | |
| Total short-term liabilities | | | 425 | | | | 8,039 | | | | 7,103 | |
| Financial instruments | | | - | | | | - | | | | 11 | |
| Financial debt | | | 22 | | | | 425 | | | | 220 | |
| Accrued liabilities | | | 12 | | | | 222 | | | | 157 | |
| Other liabilities | | | 4 | | | | 80 | | | | 49 | |
| Employee benefits | | | 1 | | | | 12 | | | | 10 | |
| Deferred income taxes | | | 52 | | | | 991 | | | | 885 | |
| Total long-term liabilities | | | 91 | | | | 1,729 | | | | 1,333 | |
| Total liabilities | | | 517 | | | | 9,769 | | | | 8,436 | |
| Equity | | | | | | | | | | | | |
| Capital stock | | | 157 | | | | 2,974 | | | | 2,974 | |
| Treasury shares | | | (5 | ) | | | (95 | ) | | | (91 | ) |
| Contributions for future capital increases | | | - | | | | - | | | | - | |
| Legal reserve | | | 2 | | | | 38 | | | | 38 | |
| Additional paid-in capital | | | 95 | | | | 1,792 | | | | 1,791 | |
| Retained earnings | | | 209 | | | | 3,945 | | | | 2,408 | |
| Accumulated other comprehensive losses | | | (2 | ) | | | (43 | ) | | | (295 | ) |
| Total equity | | | 455 | | | | 8,611 | | | | 6,825 | |
| Total liabilities and equity | | | 972 | | | | 18,380 | | | | 15,261 | |
| | | | | | | | | | | | | |
| Total shares outstanding fully diluted | | | | | | | 1,011,876,677 | | | | 1,011,876,677 | |
| *Peso amounts were converted to U.S. dollars at end of period exchange rate for convenience purposes only |
Controladora Vuela Compañía de Aviación, S.A.B. de C.V. and Subsidiaries
Consolidated Statement of Cash Flows – Cash Flow Data Summary
Unaudited (In millions of Mexican pesos) | | Three months ended June 30, 2016 (US Dollars)* | | | Three months ended June 30, 2016 | | | Three months ended June 30, 2015 | |
| | | | | | | | | | |
| Net cash flow provided by operating activities | | | 10 | | | | 194 | | | | 947 | |
| Net cash flow provided by (used in) investing activities | | | 17 | | | | 331 | | | | (281 | ) |
| Net cash flow (used in) provided by financing activities | | | (20 | ) | | | (370 | ) | | | 151 | |
| Increase in cash and cash equivalents | | | 8 | | | | 155 | | | | 817 | |
| Net foreign exchange differences on cash balance | | | 22 | | | | 409 | | | | 55 | |
| Cash and cash equivalents at beginning of period | | | 337 | | | | 6,366 | | | | 3,156 | |
| Cash and cash equivalents at end of period | | | 366 | | | | 6,930 | | | | 4,028 | |
| *Peso amounts were converted to U.S. dollars at end of period exchange rate for convenience purposes only | |
Unaudited (In millions of Mexican pesos) | | Six months ended June 30, 2016 (US Dollars)* | | | Six months ended June 30, 2016 | | | Six months ended June 30, 2015 | |
| | | | | | | | | | |
| Net cash flow provided by operating activities | | | 81 | | | | 1,523 | | | | 1,896 | |
| Net cash flow provided by (used in) investing activities | | | 41 | | | | 766 | | | | (331 | ) |
| Net cash flow (used in) provided by financing activities | | | (49 | ) | | | (919 | ) | | | 115 | |
| Increase in cash and cash equivalents | | | 72 | | | | 1,371 | | | | 1,679 | |
| Net foreign exchange differences on cash balance | | | 21 | | | | 402 | | | | 83 | |
| Cash and cash equivalents at beginning of period | | | 273 | | | | 5,157 | | | | 2,265 | |
| Cash and cash equivalents at end of period | | | 366 | | | | 6,930 | | | | 4,028 | |
| *Peso amounts were converted to U.S. dollars at end of period exchange rate for convenience purposes only |
