Category Archives: Air Transat

Air Transat to operate to nearly 50 destinations this winter, adds Miami and Fort Myers

Air Transat Airbus A321-211 WL C-FTXU (msn 6114) YVR (Rob Rindt). Image: 949238.

Air Transat has announced its winter 2021-22 flight program.

Starting November 1, the airline will offer flights to nearly 50 destinations throughout the CaribbeanMexico, Central and South Americathe United States and Europe.

This program also features two new destinations in Florida—Miami and Fort Myers, with direct flights from Montreal—in addition to flights already scheduled for Fort Lauderdale and Orlando.

Starting in December 2021, Air Transat will fly to Miami four times a week, and to Fort Myers twice a week.

Flights to three continents this winter

To quench Canadians’ wanderlust, direct flights will be offered from eight Canadian cities: MontrealQuebec CityTorontoOttawaHamiltonLondonHalifax and Moncton.

From Montreal, Air Transat will operate direct flights to ColombiaCosta RicaCuba, the Dominican Republic, Guadeloupe, Haiti, Honduras, Jamaica, Mexico, Martinique, Panama, Puerto RicoSt. MaartenEl Salvador and the United States.

Travelers from Toronto will be able to fly direct to ColombiaCosta RicaCuba, the Dominican RepublicHondurasJamaicaMexicoPanamaSt. Maarten and the United States.

From Quebec City, seven sunny destinations will be accessible by direct flight to Cubathe United StatesMexico and the Dominican Republic.

And lastly, to allow Canadians to travel across their country and to increase connecting opportunities to international destinations, Air Transat will also operate domestic flights between MontrealQuebec CityToronto and Vancouver.

As for Europe, Air Transat will gradually offer direct flights from Montreal to FrancePortugalSpain and Italy. There will also be direct flights from Toronto to the United KingdomPortugalthe NetherlandsIreland and Italy, and from Quebec City to France.

Top Copyright Photo: Air Transat Airbus A321-211 WL C-FTXU (msn 6114) YVR (Rob Rindt). Image: 949238.

Air Transat aircraft slide show:

Transat secures $700 million in funding from the Government of Canada

Air Transat Airbus A321-211 WL C-FTXU (msn 6114) YVR (Rob Rindt). Image: 949238.

Transat A.T. Inc. (the parent of Air Transat) announced today that it has reached an agreement with the Government of Canada to borrow up to $700 million in additional liquidity through the Large Employer Emergency Financing Facility (LEEFF).

“The agreement reached with the Government of Canada provides us with an additional $700 million in liquidity, which is the amount we needed to move forward with confidence. Our strong balance sheet prior to the pandemic and the aggressive actions we have taken since have enabled us to weather this unprecedented crisis so far. With this support, we now look forward to resuming operations as soon as safe travel is possible and travel restrictions can be lifted. We will then be able to implement our plan to make Transat a solid and profitable company once again, one that will continue to symbolize leisure travel for its many customers in Quebec and elsewhere,” declared Jean-Marc Eustache, President and Chief Executive Officer.

“The funds obtained will also enable us to reimburse our customers whose travel had to be cancelled due to the pandemic under conditions that are sustainable for the company, which we welcome.”

The new fully repayable credit facilities made available by the Canada Enterprise Emergency Funding Corporation under the Large Employer Emergency Financing Facility, which Transat would use only on an as-needed basis, are as follows:

  • An amount of $390 million, representing the liquidity needed to support Transat until its business has recovered to a level where it can generate cash once again, broken down as follows:
    • An amount of $78 million in the form of a non-revolving and secured credit facility bearing interest at CDOR (Canadian Dollar Offered Rate) plus 4.5% and maturing in 2 years; the facility is secured by a first-ranking charge on the assets of Transat A.T. Inc.
    • A $312 million non-revolving and unsecured credit facility with a 5-year maturity, loaned at a rate of 5% in the first year, increasing to 8% in the second year, and by 2% per annum thereafter, with the possibility of capitalization of interest in the first two years.
    • In the context of the financing arrangement, Transat issued a total of 13,000,000 warrants for the purchase of an equivalent number of shares of Transat (subject to certain limitations described below), with customary adjustment provisions, at an exercise price of $4.50 per share (representing the volume-weighted average trading price for the five trading days preceding the issuance of the warrants) over a 10-year period, representing 18.75% of the total commitment available under the above non-revolving and unsecured credit facility. The warrants are to vest in proportion to the drawings that will be made, and 50% would be forfeited if the loan were to be repaid in full in the first year.
  • An amount of $310 million consisting of an unsecured credit facility to provide reimbursement to travelers who were scheduled to depart on or after February 1, 2020, for whom a travel credit was issued as a result of COVID–19. This amount is repayable over a 7-year term and is loaned at the current 7-year Canada Bond rate of 1.2%.

The number of shares issuable upon exercise of the warrants may not exceed 25% of the current number of issued and outstanding shares, nor may it result in the holder owning 20% or more of the outstanding shares upon exercise of the warrants. In the event of an exercise of warrants that surpasses these thresholds, the excess will be payable in cash on the basis of the difference between the market price of Transat’s shares and the exercise price. Finally, in the event that the credit facility is repaid in full by its maturity, Transat will have the right to redeem all of the warrants for a consideration equal to their fair market value. The warrants will not be transferable prior to the expiry of the period giving rise to the exercise of such redemption right. In addition, the holder of the warrants will benefit from registration rights to facilitate the sale of the underlying shares and the warrants themselves (once the transfer restriction has been lifted).

In connection with the establishment of these credit facilities, Transat has made certain commitments, including:

  • The reimbursement of travelers who were scheduled to depart on or after February 1, 2020, to whom a travel credit has been issued due to COVID-19. Refunds will begin immediately, with terms to be communicated separately. As per the agreement, to be eligible, customers will need to expressly indicate their desire for a refund;
  • Restrictions on dividends, stock repurchases and executive compensation;
  • Maintaining active employment at the level of April 28, 2021.

In addition to the new funding, the amounts already drawn on the existing facilities will remain in place and will be extended for a period of two years from the implementation of the new financing. The ratios applicable to the existing facilities will be suspended for a period of 18 months. The undrawn credit under the short-term subordinated facility will be cancelled.

In total, the available financing will therefore represent a maximum of $820 million. This includes the newly issued LEEFF funding, as well as existing funding of $120 million divided into $50 millionunder the secured revolving credit facility with National Bank of Canada and the Bank of Nova Scotia and $70 million under the subordinated credit facility with National Bank of Canada and Export Development Canada.

If all of the available facilities were to be used, it would be at an average rate of approximately 6%, plus the warrants.

Top Copyright Photo: Air Transat Airbus A321-211 WL C-FTXU (msn 6114) YVR (Rob Rindt). Image: 949238.

Air Transat aircraft slide show:

Air Canada and Transat A.T. Inc. agree to terminate arrangement agreement

Air Canada and Transat A.T. Inc. (Air Transat) announced today that they have mutually agreed to terminate the Arrangement Agreement for the proposed acquisition of Transat by Air Canada.

Air Canada and Transat had originally agreed in June 2019 on the acquisition, the terms of which were subsequently amended in August 2019 and then revised in October 2020 as a result of the severe economic impact of the COVID-19 pandemic.

As previously disclosed, the acquisition was conditional on the approval of various regulatory authorities, including the European Commission (“EC”). In order to meet that key condition, Air Canada offered and enhanced a significant package of remedies, which went beyond the commercially reasonable efforts required of Air Canada under the Arrangement Agreement and what has been traditionally accepted by the EC in previous airline merger cases. Following recent discussions with the EC, it has become evident, however, that the EC will not approve the acquisition based on the currently offered remedy package.

After careful consideration, Air Canada has concluded that providing additional, onerous remedies, which may still not secure an EC approval, would significantly compromise Air Canada’s ability to compete internationally, negatively impacting customers, other stakeholders and future prospects as it recovers and rebuilds from the impact of the COVID-19 pandemic. Especially in this challenging environment, it is essential that Air Canada focus on creating the optimal conditions for its full recovery by preserving and leveraging all of its key strengths and assets including its strong employee culture.

Both Air Canada and Transat have agreed to terminate the Arrangement Agreement with Air Canada paying Transat a termination fee of $12.5 million, and with Transat no longer under any obligation to pay Air Canada any fee should Transat be involved in another acquisition or similar transaction in the future.

Transat announces approval of its arrangement with Air Canada by Canadian authorities

Transat A.T. Inc. (Air Transat) issued this statement:

Transat A.T. Inc. has announced that the Canadian government has approved the arrangement with Air Canada contemplated under the revised arrangement agreement between Transat and Air Canada dated October 9, 2020.

This authorization is subject to the implementation of significant undertakings agreed to by Air Canada, the object of which is firstly to ensure effective competition, and secondly to ensure public interest benefits (including maintaining a Transat head office in Québec, the preservation of jobs and the Transat brand, and the launch of new routes).

With the approval of Canadian authorities now in hand, the other significant regulatory approval remaining to allow the parties to consummate the Arrangement is the approval of the European Commission. Given the time required for the Commission to review the last additional information requested, the review period has been extended and a decision of the Commission is now expected to be rendered in the first half of 2021.

Transat will discuss with Air Canada the appropriateness of extending the outside date for the consummation of the Arrangement under the Arrangement Agreement, which is currently set at February 15, 2021. After this date, if it is not extended, the Arrangement Agreement will remain in effect, unless terminated by one of the parties.

“We are currently working on adjusting all of the deadlines, including our financing agreements, in order to align them with the anticipated completion of the Commission’s review process” commented Mr. Jean-Yves Leblanc, Chair of the special committee of the Board of Directors of Transat.

 

Government of Canada approves proposed purchase of Transat A.T. Inc. by Air Canada

Transport Canada issued this statement:

Air travel is essential to Canada’s economic growth and prosperity. Travellers and businesses alike benefit from a safe, efficient and resilient air industry.

The Honourable Omar Alghabra, Minister of Transport, today announced that the Government of Canada has approved the proposed purchase of Transat A.T. Inc. by Air Canada, subject to strict terms and conditions that are in the interests of Canadians.

In determining the proposed purchase is in the public interest, the Government of Canada considered a broad range of factors, such as level of service, wider social and economic implications, the financial health of the air transportation sector, and competition.

The COVID-19 pandemic was a key factor in the final decision. As Transat A.T. itself noted in December 2020, current uncertainty casts doubt on its ability to continue, as it faces significant financing challenges. Noting the effects of the pandemic on air service in general, and on Transat A.T. in particular, the Government of Canada has determined that the proposed acquisition offers the best probable outcomes for workers, for Canadians seeking service and choice in leisure travel to Europe, and for other Canadian industries that rely on air transport, particularly aerospace.

The public interest assessment conducted by Transport Canada was complex, and necessitated a rigorous analysis and consultation with Canadians and stakeholder groups.  Online public consultations ran from November 4, 2019, to January 17, 2020. The public interest assessment also included input from the Canadian Commissioner of Competition, who looked at how the proposed purchase would affect competition in the air sector; and his report was published in March 2020. Transport Canada completed the public interest assessment in May 2020.

This proposed acquisition, which was endorsed by Transat A.T.’s shareholders on December 15, 2020, provides clarity and stability with regard to the company’s future, despite the effects of the pandemic. It will also result in enforceable terms and conditions intended to facilitate future connectivity and competition on routes to Europe previously operated by Transat A.T. These terms and conditions reflect extensive engagement with Air Canada and Transat A.T. regarding measures they were prepared to undertake to address issues raised by the public interest assessment.

The Government of Canada is aware that some Transat A.T. customers are still waiting for refunds for flights cancelled due to COVID-19. Refunds are an integral part of the negotiations with airlines regarding any assistance plan, and the government will continue to take into account the needs of Transat A.T. customers.

Above and beyond the terms and conditions, Air Canada will have a duty to ensure that, as a subsidiary of Air Canada, Transat A.T. will provide communications and services to the public in both official languages.

The terms and conditions associated with the proposed acquisition include:

  • Measures to facilitate and encourage other airlines to take up former Transat A.T. routes to Europe;
  • Preserving the Transat A.T. head office and brand in Quebec;
  • Employment commitment of 1,500 employees around the new entity’s leisure travel business;
  • Commitment to facilitate aircraft maintenance in Canada, prioritizing contracts in Quebec;
  • A price monitoring mechanism; and
  • Launch and operation of new destinations within the first five years.

As per the legislative process, the final decision rests with the Governor in Council.

Air Transat to shut down until April 30 except for repatriation flights

Transat issued this statement for Air Transat:

Following the Canadian government’s request not to travel to Mexico and the Caribbean and the imposition of new quarantine and COVID-19 screening measures, Transat A.T. Inc. announces today the complete suspension of all scheduled Air Transat flights until April 30 and the repatriation of its customers to Canada. This operation is expected to take place over the next two weeks.

“We are putting in place the measures requested by the Canadian government, including not travelling to the South. This forces us to temporarily suspend all our flights, including to Europe,” said Jean-Marc Eustache, President and Chief Executive Officer of Transat. “We will do everything we can to return our customers back to Canada. We obviously share the government’s objective to protect Canadians from COVID-19, including the new variants, and this is what all of our personnel have been doing in recent months, particularly on board our aircraft, with a comprehensive program of adapted sanitary measures.”

Repatriation flights program

Air Transat will operate several dozen flights over the next two weeks to return its customers to Canada. Transat customers scheduled to return to the country between now and February 13 will keep their original flight, while customers whose flights are cancelled will automatically be redirected to another Air Transat flight. Transat’s priority is to get everyone home.

Until April 30, customers who are unable to travel due to the cancellation of their flight will be refunded in the same method of payment they used for their booking.

Federal government support is crucial

In light of the disastrous situation in which the entire industry finds itself, Transat reiterates the importance for the federal government to put in place the sector-specific financial assistance announced to support its industry and the investments it has made in recent years, not to mention the tens of thousands of workers in the sector who have lost their jobs.

The airline industry is highly competitive, and international carriers from other countries have benefited from significant support measures from their governments since the beginning of the pandemic. This is creating a considerable imbalance that has hurt the competitiveness of Canada’s airlines for months and threatens their survival. Moreover, the entire Canadian economy will be deprived of the vital and strategic contribution of the airline and aeronautics industry when the recovery comes.

From the outset of the pandemic, Transat has implemented a series of measures to safeguard the company and its cash flow, including temporary layoffs affecting 75% of its staff. Unfortunately, the temporary shutdown of operations has resulted in further layoffs of flight crews and support staff.

Air Transat to suspend all flights from Toronto until April 30

Air Transat has announced it will suspend all flights out of Toronto (Pearson), as well as some flights out of Montreal (Trudeau), starting today until at least April 30, 2021 due to falling demand and COVID-19 restrictions.

The suspended routes from Toronto include to Cancun, Mexico; Holguin and Varadero, Cuba; Punta Cana, Dominican Republic and Porto and Libson, Portugal.

Air Transat aircraft slide show:

Transat announces receipt of final court approval for the transaction with Air Canada

Transat A.T. Inc. (Air Transat) has announced that the Superior Court of Québec has issued a final order approving the previously announced plan of arrangement with Air Canada (the “Arrangement”). The Arrangement was also approved by 91.05% of the votes cast by shareholders present in person or by proxy at the special meeting of Transat held on December 15, 2020.

The Arrangement remains subject to the applicable regulatory approvals such as the approvals under the Canada Transportation Act and the European Union Council Regulation (EC) No. 139/2004, as well as certain customary and other closing conditions.

Further information regarding the Arrangement is provided in the management proxy circular dated November 12, 2020.

Letters of Transmittal and Election Forms

Registered shareholders of Transat wishing to receive the share consideration must return the Letter of Transmittal and Election Form, attached to Transat’s management proxy circular dated November 12, 2020, to AST Trust Company (Canada), acting as the depositary, by 5:00 p.m. (Montréal time) on or before the date that is two business days prior to the date of completion of the Arrangement (the “Election Deadline”). Non-registered shareholders of Transat should carefully follow the instructions of the intermediary holding their Class A variable voting shares or Class B voting shares of Transat (together, the “Shares”) on their behalf. Transat will include notice of the Election Deadline in a press release disseminated over newswire service in Canada at the latest on the business day immediately before the Election Deadline.

Investors who purchase Shares of Transat shortly before the completion of the transaction are advised that they may not have sufficient time in order to submit a duly completed Letter of Transmittal and Election Form by the Election Deadline in respect of such Shares and should consult with their broker, trust company or other intermediary and seek advice from their professional advisers in advance of any such trade.

Air Transat aircraft photo gallery:

Air Transat aircraft slide show:

Transat A.T. Inc. reports a loss for the fourth quarter and the year

Transat A.T. Inc. (the parent of Air Transat) made this announcement:

Results reflecting the magnitude of the COVID-19 crisis
Transaction with Air Canada submitted to shareholders and regulatory authorities
for approval and expected on February 15, 2021

For the fourth quarter:

  • Revenues of $28.4 million
  • Adjusted operating loss1 of $90.7 million (operating loss of $239.3 million)
  • Adjusted net lossof $156.4 million (net loss attributable to shareholders of $238.1 million)

For the year:

  • Revenues of $1.3 billion
  • Adjusted operating lossof $122.2 million (operating loss of $426.0 million)
  • Adjusted net lossof $355.3 million (net loss attributable to shareholders of $496.5 million)

Financial position:

  • Cash and cash equivalents totalling $426.4 million as at October 31
  • Arrangement of a $250.0 million short-term credit facility until March 31
  • Efforts under way to secure financing to cover needs estimated at $500 million for the year 2021 in the absence of a transaction

Transaction with Air Canada:

  • New arrangement agreement signed on October 9, 2020 at a price of $5.00 per share or 0.2862 Air Canada share for each Transat share
  • Shareholder approval sought at the meeting of December 15, 2020
  • Canadian approval process still underway
  • European Commission decision expected on February 9, 2021
  • If the required regulatory approvals are obtained and the conditions are met, the arrangement is expected to close prior to February 15, 2021

Transat A.T. Inc., one of the largest integrated tourism companies in the world and Canada’s holiday travel leader, announced its results for the fourth quarter and fiscal year ended October 31, 2020.

“Our results reflect COVID-19’s devastating impact across the travel industry,” stated Jean-Marc Eustache, President and Chief Executive Officer of Transat. “During the year, we took all necessary actions to limit the damage and preserve our cash. The upcoming completion of the transaction with Air Canada should give us the solidity to face the crisis and capitalize on the recovery that should be sparked by the arrival of a vaccine. We have put in place a $250.0 million short-term financing facility and are currently working on replacing it, should the transaction not take place, with an overall financing covering our needs for the year 2021. This financing could also be obtained as part of a support program for the industry, as announced by the government.” stated Mr. Eustache.

The global air transportation and tourism industry has faced a collapse in traffic and demand. Travel restrictions, uncertainty about when borders will reopen, both in Canada and at certain destinations the Corporation flies to, the imposition of quarantine measures both in Canada and other countries, as well as concerns related to the pandemic and its economic impacts are creating significant demand uncertainty, at least for fiscal 2021. In response to the first wave of the pandemic, the Corporation temporarily suspended its airline operations from April 1 to July 22, 2020. Subsequently, the Corporation implemented reduced summer and winter programs and is continuously making adjustments based on the level of demand and decisions made by health and state authorities. The Corporation cannot predict all the impacts of COVID-19 on its operations and results, or precisely when the situation will improve. The Corporation has implemented a series of operational, commercial and financial measures, including cost reduction, aimed at preserving its cash. The Corporation is monitoring the situation daily to adjust these measures as it evolves. However, until the Corporation is able to resume operations at a sufficient level, the COVID-19 pandemic will have significant negative impacts on its revenues, cash flows from operations and operating results. While the likelihood of the availability of a vaccine in the near future makes it possible to hope for the resumption of operations at a certain level during 2021, the Corporation does not expect such level to reach the pre-pandemic level before 2023.

The Corporation has taken the following measures regarding the COVID-19 pandemic:

Airline and commercial operations

  • On July 23, 2020, the Corporation partially resumed airline operations after four months of inactivity. A reduced summer program consisting of 23 routes to some 17 destinations was then progressively implemented.
  • For the winter program (from November 2020 to April 2021), to adapt to the low demand resulting from the COVID-19 second wave and to continued border restrictions and requirements in Canada and elsewhere, Transat gradually offers a reduced program of international flights departing from Montréal, Toronto and Quebec City.
  • Transat provides a simple and safe travel experience at every step. To this end, it has launched its Traveller Care program regarding health measures, which are regularly updated in compliance with recommendations issued by regulatory authorities. It has also assembled a new comprehensive practical guide full of tips to help travelers prepare for their trips and travel with peace of mind.

Cost reduction measures

  • In March, the Corporation decided to early retire all of its Airbus A310s from the fleet. Subsequently, the Corporation accelerated the expected retirement of its Boeing 737 fleet as well as some of its Airbus A330s to expedite the transformation of its fleet and make it more uniform (comprising only Airbus aircraft with cockpit commonality) and more adapted to the post-COVID-19 market, in terms of both aircraft size and overall capacity.
  • Management and the Board of Directors, agreed on a voluntary temporary reduction in their compensation ranging from 10% to 20%, which was in place until November 1, 2020, with the exception of Executive Officers whose reductions, ranging from 15% to 20%, are maintained until December 31, 2020 and members of the Board of Directors whose reduction of 20% is maintained until February 15, 2021.
  • The Corporation has also been negotiating with its suppliers to benefit from cost reductions and changes in payment terms, and has implemented measures to reduce expenses and investments.
  • The Corporation has also reduced its investment expenditures where possible without jeopardizing its future development.
  • As of the end of March, the Corporation proceeded with the gradual temporary layoff of a large part of its personnel, reaching approximately 85% at the height of the crisis. Following the resumption of airline operations, the Corporation was able to recall a certain number of employees, thereby adjusting its workforce to 25% of its pre-pandemic level.
  • As of March 15, 2020, the Corporation made use of the Canada Emergency Wage Subsidy (“CEWS”) for its Canadian workforce, which enabled it to finance part of the salaries of its staff still at work and to propose employees temporarily laid off to receive a part of their salary equivalent to the amount of the grant received, with no work required. As at October 31, 2020, approximately two-thirds of the subsidy received corresponded to compensation paid to employees who were not working.

Financing and cash flows

  • In March, as a precautionary measure, the Corporation drew down on its $50.0 million revolving credit facility agreement for operating purposes.
  • Since March, the Corporation has been renegotiating with aircraft lessors, as well as other lessors, to defer a number of monthly lease payments.
  • On October 9, 2020, Transat put in place a $250.0 million subordinated short-term credit facility with the National Bank of Canada as the lead arranger. This loan facility may be drawn down in tranches before February 28, 2021, subject to the satisfaction of pre-requisites and applicable borrowing conditions. These conditions include certain requirements relating to unrestricted cash before and after a drawdown on the facility. The new loan facility is currently supposed to mature on the earlier of March 31, 2021 and the closing of the arrangement with Air Canada.
  • As part of the implementation of the revised arrangement agreement and the new loan facility, Transat has also been able to make certain amendments to its existing senior revolving term credit facility, including the temporary suspension of the application of certain financial ratios, providing Transat with additional flexibility in the context of the current business and economic environment. The amended terms and conditions also include a new requirement to maintain certain minimum levels of unrestricted cash as well as restrictions on the capacity to contract additional loans.
  • In order to protect its cash position and allow recovery after the restrictions have been lifted, the Corporation granted its customers a fully transferable travel credit valid without expiry date for flights and packages cancelled due to the exceptional situation and, in particular, to the travel restrictions imposed by governments.

Fourth-Quarter Highlights

Since mid-March, restrictions on international travel and government-imposed quarantine measures have made travel sales very difficult. The Corporation suspended all of its flights during nearly four months before resuming operations on July 23 and maintaining flights during the entire quarter on a reduced scale. As a result, the Corporation recognized revenues of $28.4 million during the quarter, a decrease of $664.8 million (95.9%) compared with 2019.

Operations generated an operating loss of $239.3 million compared with operating income of $37.1 million in 2019, a deterioration of $276.4 million. The deterioration in our operating results was mainly attributable to a decline in revenues that was greater than the decrease in operating expenses. Despite the fall in revenues and the cost reduction measures implemented to deal with the COVID-19 pandemic, the Corporation was obliged to maintain certain fixed costs. The decline in operating results was accentuated by special items totalling $96.7 million and the unfavourable settlement of fuel-related derivative contracts. The special items include impairment charges totalling $86.7 million, comprising $50.8 million for assets related to leased aircraft that will no longer be used until they are returned to the lessors, $32.8 million for the land in Mexico and $3.1 million for the investment in a joint venture. The special items also include additional provisions for return conditions of $6.4 million for leased aircraft that will no longer be used until they are returned to the lessors, professional fees and reversal of compensation expenses of $2.7 million related to the transaction with Air Canada and termination benefits of $0.9 million. Transat reported an adjusted operating loss1 of $90.7 million compared with adjusted operating income1 of $97.5 million in 2019, a deterioration of $188.3 million.

Net loss attributable to shareholders amounted to $238.1 million or $6.31 per share, compared with net income of $23.0 million or $0.61 per share in 2019. Excluding non-operating items, Transat reported an adjusted net loss3 of $156.4 million ($4.14 per share) for the fourth quarter of 2020, compared with adjusted net income3 of $30.1 million ($0.80 per share) in 2019.

Highlights for the year

As a result of the above factors, the Corporation experienced a significant deterioration in its performance for the year ended October 31, 2020. The impact of the pandemic annihilated a very good start to the fiscal year, as the adjusted operating income1 up to the beginning of March was up $63.3 million compared with 2019, due to a significant improvement in the profitability of the sun destinations program, our main program during the winter season.

Considering the impacts of COVID-19, the Corporation recognized revenues of $1.3 billion, a decrease of $1.6 billion (55.7%) compared with 2019, and operations generated an operating loss of $426.0 million, compared with $13.6 million in 2019, a deterioration of $412.4 million. Transat reported adjusted operating loss1 of $122.2 million compared with adjusted operating income1 of $192.4 million in 2019, a deterioration of $314.6 million.

Net loss attributable to shareholders amounted to $496.5 million or $13.15 per share, compared with $32.3 million or $0.86 per share for the previous year. Before non-operating items, Transat reported an adjusted net loss3 of $355.3 million ($9.41 per share) for fiscal 2020, compared with $9.4 million ($0.25 per share) in 2019.

Financial position

As at October 31, 2020, cash and cash equivalents totaled $426.4 million, compared with $564.8 million as at October 31, 2019. This change was mainly attributable to a significant decrease in profitability, the acquisition of one replacement engine for the A321neo LR fleet ($16.6 million), partially offset by the $50.0 million drawdown on the revolving credit facility agreement.

The working-capital ratio was 0.84, compared with 1.13 as at October 31, 2019. This change was mainly attributable to the increase in the current portion of lease liabilities and the decrease in cash and cash equivalents.

Deposits from customers for future travel amounted to $608.9 million, compared with $561.4 million as at October 31, 2019, an increase of $47.5 million.

As a result of this sudden, unpredictable and unprecedented health crisis and the resulting travel restrictions, the Corporation decided, like other Canadian carriers, to issue travel credits for cancelled trips. This exposes the Corporation to litigation and enforcement measures by legislative and regulatory authorities, including class action suits, which the Corporation intends to contest in good faith and with good reason. Customer deposits as at October 31, 2020 included these travel credits amounting to $531.7 million, 43% of which was placed in trust, with the difference representing deposits made directly with Air Transat or foreign subsidiaries.

Following the adoption of the IFRS 16 accounting standard, leases with terms of more than 12 months are now recorded as right-of-use under assets and as lease liabilities under liabilities. As at October 31, 2020, lease liabilities amounted to $853.9 million.

Off-balance-sheet arrangements, excluding contracts with service providers, stood at $872.2 million as at October 31, 2020. This amount was mainly composed of commitments to take delivery of the 11 A321neos undelivered as at October 31, 2020.

As it is impossible to assess the pace of recovery or the possible evolution of the pandemic and its effects, the Corporation, similarly to the vast majority of air carriers and other travel industry players, is currently reviewing various opportunities to increase its cash flow. In particular, the Corporation has put in place a new $250.0 million subordinated short-term credit facility while continuing discussions with its financiers and the various levels of government to improve its cash flow.

As at October 31, 2020, there exists material uncertainty that may cast significant doubt on the Corporation’s ability to continue as a going concern. Should the transaction with Air Canada not be completed, the Corporation will have to put in place overall financing totalling approximately $500.0 million in 2021 to ensure continuity of operations. Management is seeking to secure the financing that would be required prior to the maturity of the new short-term subordinated credit facility (to date, March 31, 2021) and is currently in discussions with potential lenders, including government authorities. Such financing, put in place if necessary after postponing the maturity of the new short-term subordinated credit facility, could be provided through an application for the Large Employer Emergency Financing Facility (LEEFF) or through any government assistance program, including sector-specific assistance that could include loans and possibly other types of support announced by the Minister of Transport of Canada. Note 2 to the consolidated financial statements contains more details on this issue.

Outlook

In the current situation, it is impossible for the moment to predict the impact of the COVID-19 pandemic on future bookings, the partial resumption of flight operations and financial results.

The Corporation has implemented a series of operational, commercial and financial measures, including cost reduction, aimed at preserving its cash. The Corporation continues to monitor the situation daily to adjust these measures as it evolves. Please see the Risks and Uncertainties section of the Corporation’s MD&A for the year ended October 31, 2020 for a more detailed discussion of the main risks and uncertainties facing the Corporation.

Consequently, for the time being, the Corporation is providing no outlook for winter 2021.

Discussions relating to the sale of the Corporation

On October 9, 2020, a revised arrangement agreement [“the revised arrangement agreement” or the “arrangement agreement”] was approved unanimously by Transat’s Board of Directors, under which Air Canada will acquire all the issued and outstanding shares of Transat at the price of $5.00 per share, payable at the holder’s option in cash or in Air Canada shares or a combination thereof, and then form a combined world-class company based in Montreal. Air Canada shares issuable under the option of payment in shares will be issued on the basis of a price of $17.47 per Air Canada share, translating into an exchange ratio of 0.2862 Air Canada share per Transat share. The revised arrangement agreement terminates and replaces the original arrangement agreement between Transat and Air Canada dated June 27, 2019, as subsequently amended on August 11, 2019.

The transaction will be subject to shareholder approval, including approval by at least two thirds of votes cast by the shareholders present in person or represented by proxy at the special meeting of shareholders to be held on December 15, 2020 to approve the transaction.

Closing of the transaction with Air Canada is subject to customary closing conditions, including regulatory approvals, particularly those of authorities in Canada and the European Union. Notably, a public interest assessment of the arrangement regarding national transportation is being undertaken by the Canadian authorities.

The competition authorities’ assessment process is currently complicated by the COVID 19 pandemic and the impact it is having on the international commercial aviation market. Among other things, the vast majority of North American, European and international air carriers have requested financial assistance measures, but have had to implement reductions in capacity (as the Corporation did). This context could impact the obtaining of approvals from regulatory authorities, especially regarding the appropriate package of remedies aimed at obtaining those approvals. Air Canada retains discretion to determine the extent of the remedies it is prepared to offer (beyond those that it is required to offer under the Arrangement Agreement). If Air Canada does not come to an agreement with the regulatory authorities and obtain the required approvals before the outside date of February 15, 2021, the arrangement agreement may be terminated in accordance with its terms.

On March 27, 2020, the Commissioner of Competition released his advisory report to the Minister of Transport further to the Minister’s determination that the proposed arrangement raises issues with respect to the public interest regarding national transportation. On May 1, 2020, Transport Canada in turn provided its assessment report to the Minister of Transport. To go ahead, the transaction with Air Canada will have to receive approval from the Governor in Council, on the Minister of Transport’s recommendation. The Governor in Council does not have a deadline for issuing a decision and there can be no assurance that the transaction with Air Canada will be approved before the outside date.

On May 25, 2020, the European Commission decided to open an in-depth (“Phase II”) investigation to assess the transaction with Air Canada with regards to European Union antitrust regulations. The transition to Phase II is part of the European Commission’s normal process of assessing the impact of transactions submitted for its approval when it is concerned that a transaction may effectively reduce competition. The European Commission released on September 28, 2020 a statement of objections to the arrangement. The provisional deadline by which the Commission must render its decision is now February 9, 2021.

The hotel development strategy and related objectives are affected by the arrangement as the Corporation has agreed to limit its commitments and expenses related to the execution of its hotel strategy in the period leading up to the closing of the arrangement.

Air Transat aircraft photo gallery:

Air Transat aircraft slide show:

New layoffs at Air Transat

Canadian Union of Public Employees (CUPE) has made this announcement:

Faced with the major Air Transat layoffs announced for November, the Canadian Union of Public Employees (CUPE) is calling on the federal government to immediately deploy rapid COVID-19 screening at Canadian airports.

The Air Transat component of CUPE has just learned that the number of its flight attendant members will drop to less than 160 in November, from a total of 2,000 employees in normal times. Air Transat’s Vancouver base will be closed completely until further notice.

After the total cessation of activities last April 1, followed by the resumption of flights on July 23, the number of flight attendants reached a modest high of 355 last August.

“All of our information indicates that Air Transat’s resumption of activities in the summer and fall of 2020 was totally safe for passengers and staff. A rapid screening system that provides pre-boarding results would be a crucial addition for reviving the airline industry. We sometimes forget that more than 600,000 jobs in Canada depend on this industry, directly or indirectly. What we need is an efficient federal screening program,” said Julie Roberts, president of CUPE’s Air Transat component.

The union also noted that a broad coalition of aviation employees will demonstrate on Parliament Hill at noon on October 20, demanding concrete measures from the Government of Canada to ensure the safe recovery of the aviation industry.

Air Transat flight attendants are safety professionals whose primary role is to protect passengers. They are divided into three local unions, corresponding to their three bases: CUPE 4041 (Montreal-YUL), CUPE 4047 (Toronto-YYZ) and CUPE 4078 (Vancouver-YVR). The Air Transat component oversees these three local unions.

In total, CUPE represents more than 13,100 members in air transport in Canada, including workers at Air Transat, Air Canada Rouge, Sunwing, CALM Air, Canadian North, WestJet, Cathay Pacific, First Air, and Air Georgian.

The Canadian Union of Public Employees is Canada’s largest union, with 700,000 members across the country. CUPE represents workers in health care, emergency services, education, early learning and child care, municipalities, social services, libraries, utilities, transportation, airlines and more. We have more than 70 offices across the country, in every province.

Air Transit aircraft photo gallery: