Air Transport Services (ATSG) 8-K ABX Holdings, Inc. to Present at BB&T Transportation Conference

1

ABX

Holdings,

Inc.

BB&T

Transportation

Conference

February 2008

Exhibit 99.2

2

2

Safe Harbor Statement

Except

for

historical

information

contained

herein,

the

matters

discussed

in

this

presentation

contain

forward-looking

statements

that

involve

risks

and

uncertainties.

ABX

Holdings’

actual

results

may

differ

materially

from

the

results

discussed

in

the

forward-looking

statements.

There

are

a

number

of

important

factors

that

could

cause

the

Company's

actual

results

to

differ

materially

from

those

indicated

by

such

forward-looking

statements.

These

factors

include,

but

are

not

limited

to,

ABX

Holdings’

ability

to

leverage

synergies

arising

from

the

acquisition

of

Cargo

Holdings

International,

ABX

Air’s

ability

to

maintain

cost

and

service

level

performance

under

its

commercial

agreements

with

DHL,

significant

reductions

in

the

scope

of

services

under

ABX

Air’s

commercial

agreements

with

DHL,

ABX

Holdings’

ability

to

generate

revenues

and

earnings

from

sources

other

than

DHL

and

other

factors

that

are

contained

from

time

to

time

in

ABX

Holdings’

filings

with

the

U.S.

Securities

and

Exchange

Commission,

including

ABX

Holdings’

Annual

Report

on

Form

10-K

and

Quarterly

Reports

on

Form

10-Q.

Readers

should

carefully

review

this

presentation

and

should

not

place

undue

reliance

on

the

Company's

forward-looking

statements.

These

forward-looking

statements

were

based

on

information,

plans

and

estimates

as

of

the

date

of

this

presentation.

ABX

Holdings

undertakes

no

obligation

to

update

any

forward-looking

statements

to

reflect

changes

in

underlying

assumptions

or

factors,

new

information,

future

events

or

other

changes.

This

presentation

includes

certain

non-GAAP

financial

information.

A

reconciliation

of

the

non-GAAP

financial

measures

to

the

most

directly

comparable

GAAP

financial

measures

is

also

described

in

conjunction

with

the

applicable

non-GAAP

measure.

Management

believes

that

the

presentation

of

such

non-GAAP

financial

information

is

helpful

to

show

the

financial

impact

of

the

December

31,

2007

acquisition

of

Cargo

Holdings

International,

Inc.

3

Overview -

ABX Holdings, Inc.

ABX Holdings, Inc.

•

ACMI

charters

•

3

rd

party

maintenance

and technical

services

•

Sort facility

operations

•

ACMI and

Hub Services

support to

principal

customer

•

Cost-plus

agreements

•

Additional

ACMI

support

ABX Air, Inc.

Non-DHL

DHL

•

Aircraft

leasing

•

Manage

cargo

modifications

•

BAX/

Schenker

contract

•

Military

charters

•

767

expansion

•

Fleet services

•

Charter

brokerage

Cargo Holdings

International, Inc.

ATI

LGSTX

CAM

•

BAX/

Schenker

contract

•

757

expansion

CCIA

Acquired

12/31/07

4

Strategy for Profitable Growth

Organic Strategy

•

Grow ACMI business using 767-200 fleet as the platform

•

Grow maintenance & technical services for higher

margin returns

•

Leverage capabilities and resources in sort management

and support services

•

Provide principal customers with superior,

cost-effective service

Business Development

•

Complementary service offerings

•

Scale advantages

•

Capture cost savings from synergies

5

Complementary Capabilities

•

Solidifies ABX Holdings’

position as largest provider of

767F lift worldwide

•

Broadens service offerings

2

Dry leasing

2

Charter brokerage

2

Fleet services

2

Military passenger flying

•

Significantly increases

customer diversification

•

Establishes lower cost platform

for growth initiatives

•

Increases market presence

•

Synergies

2

Aircraft engineering and

maintenance

2

Purchasing

2

Risk Management

Cargo Holdings

International, Inc.

ABX Air, Inc.

6

$34

$48

ABX Air Financial Performance

2004-2007 Results

$s in millions

Non-DHL

DHL

$27

$83

$1,176

$1,430

$1,212

$1,079

2004

2005

2006

TTM 9/2007

Pre-tax Earnings

2004

2005

2006

$37

$36

$34

$30

TTM 9/2007

Revenues

$1,203

$1,464

$1,260

$1,162

$9

$14

$7

$13

Non-DHL

DHL

7

$34

$48

ABX Air Financial Performance

2004-2007 Results

$s in millions

$27

$83

$1,176

$1,430

$1,212

$1,079

2004

2005

2006

TTM 9/2007

Pre-tax Earnings

As % of Revenues

2004

2005

2006

TTM 9/2007

Revenues

3.1%

2.1%

2.9%

2.9%

$1,203

$1,464

$1,260

$1,162

Excludes revenue not subject to mark-up.

3.9%     2.7%     3.9%     3.9%

Non-DHL

DHL

8

ABX Air Capital Expenditure Trends

$s in millions

$65

$49

$75

$124

$14

$12

$9

2004

2005

2006

TTM 9/2007

Maintenance

Growth

$74

$61

$100

$140

$16

9

Core Customer Relationships

•

Cargo Holdings International acquired ATI from BAX Global in

February 2006.

•

Exclusive provider of main deck freighter lift in the BAX US

domestic system through 2011.

•

Relationship with Deutsche Bahn’s Schenker-BAX Global remains

strong. BAX’s core operations are fully dependent on the services

of ATI and CCIA.

•

ABX Air, DHL’s primary U.S. business partner, generates

approximately $1.1 billion in DHL revenues (ASTAR, our next

closest

competitor,

generates

approximately

$300

-

$400

million

in

DHL revenues).

•

Two agreements: 7-year ACMI agreement that matures in August

2010 with 3-year renewal, Hub Services Agreement that matures in

August 2008 with evergreen 1-year renewals.

•

ABX Air currently provides two 767-200 freighter aircraft to DHL

under separate ACMI arrangements.

10

Revenues

Pre-tax Earnings

(Cash Flow)

Pre-tax

Earnings+D&A

ABX Air’s Diversification Progress

DHL

Charter Operations

Interest & Other

92.6%

18.0%

55.0%

4.4%

73.0%

17.1%

27.0%

9 Months

FY 2007

9.9%

97.8%

6.8%

81.7%

2.2%

90.8%

3.4%

11.5%

FY 2004

5.8%

New Businesses Bring Strong Returns

2.9%

11

Founded in 1972

Purchased from BAX in 2006

Provides multiple mission

capability

Operates a fleet of

18 DC-8s: 13 freighters, 5

combis

Expected to add 3 B767s

throughout 2008

Primary customers include

BAX and U.S. military

Founded in 1995

Provides airport-to-airport

transportation services to

domestic and foreign air

carriers

Operates a fleet of

14 Boeing 727s

Expected to add up to 2 757s

throughout 2008 (currently

have an ACMI contract with

DHL for 1 aircraft starting in

the first quarter of 2008 and

an LOI for 1 ACMI contract)

Primary customers include

BAX, DHL, USPS, and UPS

Founded in 2004

Owns all the fleet operated

by ATI and CCIA

Provides efficient and

personalized service to air

carriers and aircraft owners

Expected to add up to 4 757s

during 2008/2009 (LOI with

DHL to dry lease up to 4

aircraft in 2008/2009)

Contract with Cargojet

Airways to dry lease 2

B767aircraft

Founded in 2005

Purchased in 2006

Provides specialized

airfreight transportation

logistics services

Also provides charter and

fuel management services

About Cargo Holdings International

12

2004-2007 Results

2004

2005

2006

2007E

Pre-tax Earnings

2004

2005

2006

$4

$39

$32*

$6

2007E

Revenues

$47

$49

$296

$305

CHI Financial Performance

Acquired

ATI

in 2006

Depreciation &

Amortization

$9      $10      $17       $37

* Pre-tax earnings including deal costs are estimated to be

$15m for 2007. Excluding non-recurring deal costs of approx.

$17m pre-tax earnings would have been $32m.

$s in millions

13

Excludes revenue not subject to mark-up.

2004

2005

2006

2007E

Revenues

$47

$49

$296

$305

CHI Financial Performance

2004-2007 Results

Acquired

ATI  in 2006

Pre-tax Earnings

As % of Revenues

2004

2005

2006

8.6%

11.4%

13.2%

10.5%

8.6%   11.4%  18.5%   16.2%

2007E

$s in millions

14

•

Air freight traffic expected to grow 6%/year, next 20 years

•

Current shortage of converted planes

•

Significant air freight industry consolidation

•

Long-term relationships with major express carriers and freight

forwarders (BAX Global, U.S. Military, and DHL)

•

Fiscal

year

2007

projected

EBITDA

of

$73

million,

excluding

non-

recurring

expenses

related

to

the

transaction

with

ABX

Air

of

approximately

$17

million.

(Pre-tax

earnings

of

$15m

(page

12)

+

$17m

of

non-recurring

expenses

(page

12)

plus

$37m

depreciation/amortization

+

$4m

net

interest

expense

results

in

EBITDA

of

$73m).

•

Average “On-Time”

delivery rates of ~98% -

~99% (excluding military)

•

All management employees, including crew members, earn incentive

based compensation

•

Significant industry and strategic growth experience

Strong Industry

Growth Prospects

High Quality

Customer Base

Significant

Cash Flow

Reliable

Service Offering

Experienced

Management Team

CHI Advantages

15

ABX Holdings’

Customers

16

16

Outlook: Expanded Revenue Sources

2007E Revenues*

ABX Air

2007E Combined Revenues*

DHL

74%

Charter ACMI/Leasing –

5%

UPS/USPS –

1%

Maint. & Other –

1%

Military –

5%

BAX

14%

Military

25%

DHL

3%

Charter ACMI/

Leasing –

2%

*

Percentages based on CHI & ABX Air

estimated 2007 revenues, by

customer. Includes revenues for

expenses reimbursed by customer

without markup.

DHL

92%

3

rd

Party Mtc./

Other  -

1%

Charter/

ACMI  -

5%

USPS/

Hub -

2%

CHI

BAX

67%

UPS/USPS/

Other –

2%

17

CHI Acquisition Financing 12/31/07

($ in millions)

Sources

Cash (ABX + CHI)

$ 46.5

Equity Purchase Price

$     258.2

Revolving Credit Facility (up to $75 mill)

26.5

Refinanced Target Debt

101.5

Term Loan (5 yr. at L + 300)

270.0

Debt Origination Cost

9.3

New Equity (4 million shares)

26.0

TOTAL SOURCES

$    369.0

TOTAL USES

$     369.0

Uses

18

ABX Holdings Debt & Cash

$    590.8

Total Debt

92.3

DHL Note Payable

$    498.5

Total Secured Debt

1.0

Other

26.5

Revolving Credit Facility

87.5

Capitalized Leases

113.5

Financed Aircraft

$    270.0

Term Loan

12/31/07E

($ in millions, unaudited)

Cash

$     97.0

19

Asia’s Cargo Markets Will Continue to Lead Industry Growth …

Global Market Outlook

Source: Boeing World Cargo Forecast 2006 -

2007

0

2

4

6

8

10

12

North America

Europe -

Middle East

Intra -

Europe

Europe -

Africa

Europe -

North America

Latin America -

Europe

Latin America -

North America

Europe -

Southwest Asia

Europe -

Asia

Asia -

North America

Intra -

Asia

Domestic China

World Average 6.1%

20

Latin America, North America Routes

•

Seven 767SFs currently

operating:

–

5 in Latin America

–

2 in the U.S.

•

General cargo moves

south, perishables north

•

Long-term relationships

with flag carriers

DHL routes

Non-DHL routes

ATI Routes

CCIA Routes

21

21

Current Pacific Operations

•

Two wet-leased (with fuel)

767SFs

•

Contract recently extended

through Jan. 2010 under more

favorable terms

•

22 flights per week, high

utilization

•

First foreign carrier Japan has

certified for ACMI service

22

ACMI Freighter Fleets –

U.S.

Source: 2006 Freighters Guide & individual company filings. Excludes U.S. Express Carriers

* ABX Air and CHI are the only operators of 767s

B-727 / 737

B-767 / A-300 *

U.S. ACMI Freighter Industry Fleet Overview

DC-8

DC-9

ABX Air/CHI

59%

Arrow

12%

Murray Air

7%

ASTAR

22%

Ameristar

4%

USA Jet

12%

ABX Air/CHI

84%

ABX Air/CHI

79%

Tradewinds

10%

ASTAR

11%

ABX Air/CHI

26%

Air Tahoma

4%

ASTAR

50%

Amerijet

14%

Kalitta

6%

23

23

Total projected in service

fleet of Boeing 767s:

DHL

Network

ACMI*

YE 2006

29

4

YE 2007

29

11

YE 2008

29

18

* Includes CHI 767s in conversion &

767s in service to DHL under

separate ACMI agreements.

ABX Holdings’

Expanding 767 Fleet

24

24

Co-Loading

Opportunities

Leverage Customer

Relationships

Savings on

Aircraft Maintenance

Potential Synergies

Operational

Efficiencies

Economies of

Scale

25

Investment Value

•

Strong cash flow from high-profile customers, including DHL, BAX/Schenker,

All Nippon Airways, U.S. Military, U.S. Postal Service, and UPS.

•

Cash flow not projected to be reduced by federal income taxes until 2010 or

later due to utilization of deferred tax assets.

•

Nominal fuel-cost exposure via ACMI business model.

•

World’s largest combined fleet of efficient, reliable 767s.

•

Exceptional service quality record with in excess of 98% on-time performance

for major ACMI customers.

•

Opportunities to leverage broad product suite of CHI companies to ABX Air.

•

Opportunities to leverage fleet and service capabilities of ABX Air to CHI

companies.

•

Global presence, including fast-growing Asian market.

26

Questions?