SEC Filing | Alaska Air Group Inc

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

November 27, 2018

(Date of earliest event reported)

ALASKA AIR GROUP, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)



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



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

(206) 392-5040

(Registrant's Telephone Number, Including Area Code)

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

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

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

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

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

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

o Emerging growth company

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

ITEM 7.01. Regulation FD Disclosure

On November 27, 2018, Alaska Air Group, Inc. (Air Group) provided an investor update related to its operational and financial outlook. The investor update is furnished herein as Exhibit 99.1.

Also on November 27, 2018, Air Group provided its November 27, 2018 Investor Day Presentation as attached in Exhibit 99.2.

In accordance with General Instruction B.2 of Form 8-K, the information under this item Exhibit 99.1 and Exhibit 99.2 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. This report will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.

ITEM 9.01 Financial Statements and Other Exhibits



Exhibit 99.1		Investor Update dated November 27, 2018
Exhibit 99.2		November 27, 2018 Investor Day Presentation

Signatures

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

ALASKA AIR GROUP, INC.

Registrant

Date: November 27, 2018

/s/ CHRISTOPHER M. BERRY

Christopher M. Berry

Vice President Finance and Controller

Exhibit

Exhibit 99.1

Investor Update - November 27, 2018

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

This Investor Update is being provided to communicate certain updated 2018 and 2019 forecasted operational and financial information communicated in our November 27, 2018 Investor Day presentation. For a full replay of the webcast, please visit investor.alaskaair.com.

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

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

Forward-Looking Information

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

AIR GROUP - CONSOLIDATED

Forecast Information



	Forecast Full Year 2018	Full Year 2017 As Adjusted ^(a)	% Change	Prior Guidance November 16, 2018
Capacity (ASMs in millions)	65,310 - 65,360	62,072	~ 5.3%	65,310 - 65,360
Cost per ASM excluding fuel and special items (cents)^(a)	8.50¢ - 8.52¢	8.25¢	~ 3.2%	8.50¢ - 8.52¢
Fuel gallons (000,000)	839	797	~ 5.3%	839



	Forecast Q4 2018	Q4 2017 As Adjusted ^(a)	% Change	Prior Guidance November 16, 2018
Capacity (ASMs in millions)	16,055 - 16,105	15,901	~ 1.1%	16,055 - 16,105
Revenue per ASM (cents)^(a)(c)	12.60¢ - 12.80¢	12.21¢	~ 3.0% - 5.0%	12.40¢ - 12.60¢
Cost per ASM excluding fuel and special items (cents)^(a)	8.97¢ - 9.01¢	8.68¢	~ 3.6%	8.97¢ - 9.01¢
Fuel gallons (000,000)	208	205	~ 1.4%	208
Economic fuel cost per gallon^(b)	$2.33	$2.00	~ 16.5%	$2.36

(a)

RASM and CASMex in the preceding forecast information reflect the impacts of the updated accounting standards, effective for the Company January 1, 2018. Information not impacted by the updated accounting standards (Fuel Gallons and Economic fuel cost per gallon) has not been restated. Additionally, certain reclassifications have been made to prior year financial statements to conform to classifications used in the current year.


(b)	Our economic fuel cost per gallon estimate for the fourth quarter includes the following per-gallon assumptions: crude oil cost – $1.43 ($60 per barrel); refining margin – 69 cents; benefit of settled hedges – 1 cent; with the remaining difference due to taxes and other into-plane costs.


(c)	We raised our guidance range primarily due to an improving yield environment during the quarter and the impact of certain revenue initiatives the Company has implemented.

2019 CASMex Guidance

Excluding the impact of any new labor contracts, we expect our CASMex for 2019 to increase approximately 2.0% - 2.5% from our full year 2018 guidance on 2% expected capacity growth.

Nonoperating Expense

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

a2018investordaypresenta

Pre-Tax Margin 10.4% 13.0% 15.1% Free Cash Flow Margin 2.1% 7.7% 7.8% ROIC 13.6% 14.8% 16.7% Adj. Net Debt / EBITDAR 1.8x 1.6x 0.9x P/E Multiple 13.9x 18.6x 10.7x 11

U.S. Market Share of Four Largest Carriers* *Total domestic revenue from Form 41. Airlines included in sample set: American, Aloha, Alaska, Jetblue, Continental, Delta, Frontier, Airtran, Hawaiian, America West, Midway, Spirit, Northwest, Pan American, Sun Country, TWA, ATA, United, US Airways, Virgin America, Southwest and Midwest Express 15

41% 36% 32% 27% 16

Virgin America Controllable Departures on Zero Virgin America Block Hours per Aircraft per Day 22

Pre-Tax Guest Income Satisfaction (50%) (10%) Performance- Based Pay Loyalty for weighted Safety Growth targets achieved (20%) (10%) Non-Fuel CASM (10%) 30