golpr3q096k
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of November, 2009
(Commission File No. 001-32221) ,
GOL LINHAS AÉREAS INTELIGENTES S.A.
(Exact name of registrant as specified in its charter)
GOL INTELLIGENT AIRLINES INC.
(Translation of Registrant's name into English)
R. Tamoios, 246
Jd. Aeroporto
04630-000 São Paulo, São Paulo
Federative Republic of Brazil
(Address of Regristrant's principal executive offices)
Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F.
Form 20-F ___X___ Form 40-F ______
Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
Yes ______ No ___X___
If "Yes" is marked, indicated below the file number assigned to the
registrant in connection with Rule 12g3-2(b):
1
IR Contacts
ri@golnaweb.com.br
www.voegol.com.br/ir
twitter.com/GOLinvest
+55 (11) 2128-4700
Leonardo Pereira
Executive Vice President
Rodrigo Alves
Head of Investor Relations
Raquel Kim
Investor Relations
3Q09 Earnings
Results Webcast
Tuesday
November 10, 2009
English
9:00 a.m. (US EST)
12:00 p.m. (Brasília)
Phone: (1 800) 860-2442 (US
only)
(1 412) 858-4600 (Other
Countries) Code: GOL
Replay: (1 877)344-7529 (US
only) (1 412) 317-0088
(Other countries) Code:
435234#
Live Webcast::
www.voegol.com.br/ir
Portuguese
10:30 a.m. (US EST)
1:30 p.m. (Brasília)
Phone: +55 (11) 2188-0188
Replay: +55 (11) 2188-0188
Code: GOL
Live Webcast:
www.voegol.com.br/ri
GOL Announces Net Income of R$77.9mm in 3Q09
Operating income totals R$99.1mm, with a margin of 6.6%
São Paulo, November 9, 2009 GOL Linhas Aéreas Inteligentes S.A. (Bovespa: GOLL4 and NYSE: GOL),
the largest low-cost and low-fare airline in Latin America, announces today its results for the third quarter of
2009 (3Q09). The following financial and operating information, unless otherwise indicated, is presented in
accordance with International Financial Reporting Standards (IFRS) and in Brazilian Reais (R$), and all
comparisons are with the third quarter of 2008 (3Q08) and second quarter of 2009 (2Q09). The definitions of
financial and airline industry terms used in this release are available in the glossary
section at the end of this document.
Operating and Financial Highlights
GOL posted a 3Q09 net income of R$77.9mm, with a net margin of
5.2%, versus a net loss of R$510.7mm in 3Q08 and net income of R$353.7mm
in 2Q09.
Reflecting the optimization of its cost structure and the focus on more
profitable markets, GOLs 3Q09 operating result (EBIT) was positive for the
fifth consecutive quarter, totaling R$99.1mm, with an operating margin of
6.6%, compared to R$103.6mm and a margin of 5.8% in 3Q08 and R$89.9mm
and a margin of 6.5% in 2Q09.
The EBITDAR margin stood at 20.0% (R$298.7mm), versus 14.2% in
3Q08 (R$253.7mm) and 18.6% (R$258.8mm) in 2Q09.
Operating costs and expenses totaled R$1,397.5mm in 3Q09, 17.0%
down year-over-year, due to: (i) operating synergies, thanks to the merger of
GOL and VRGs operations as of 4Q08, especially in the sales & advertising
and maintenance, materials & repairs lines; (ii) the reduction in the average jet
fuel price; and (iii) lower sales and advertising expenses. In comparison with
2Q09, there was an increase of 7.2% principally due to increases jet fuel prices
and increase in operating capacity.
On August 25, GOL announced a global share offering designed to
strengthen its financial position and reposition it among the most competitive
airlines in the world, with a cash position of more than 20% of net revenue.
The offering was successfully concluded on October 19, having raised
R$627.1mm from the issue of 38.0mm shares (50% common and 50%
preferred) at R$16.50 per share. In addition, a further 5.2mm preferred shares
were sold at the same price through an over-allotment option (green shoe). As a
result, GOLs free float increased from 44.5% of preferred stock to 70.5% and
from 22.2% of total capital to 35.3%.
Highlights(R$MM)
3Q09
3Q08
Chg.%
2Q09
Chg.%
Net Revenue
1,496.6
1,788.3
-16.3%
1,394.0
7.4%
Operating Expenses
(1,397.5)
(1,684.7)
-17.0%
(1,304.1)
7.2%
Operating Income (EBIT)
99.1
103.6
-4.3%
89.9
10.2%
Operating Margin
6.6%
5.8%
+0.8 pp
6.5%
+0.2 pp
EBITDAR
298.7
253.7
17.7%
258.8
15.4%
EBITDAR Margin
20.0%
14.2%
+5.8 pp
18.6%
+1.4 pp
Net Income
77.9
(510.7)
nm
353.7
-78.0%
2
As of July 31, VoeFácil, GOLs air transport popularization program which
allows passengers to acquire their tickets in up to 36 installments, became
available in travel agencies. With an approximate 40% share of the
Companys e-commerce sales, the new distribution channel will increase the
importance of the program, which is one of GOLs main strategic pillars for
boosting demand for air transport among Brazils new middle CLASS.
In 3Q09, GOL received IOSA certification (IATA Operational Safety
Audit) from the IATA (International Air Transport Association), recognized as
the global benchmark for assessing airlines operational safety management
and controls. As a result, the Company has simplified its safety audit
procedures, previously subdivided into separate stages, eliminating overlap and
reducing maintenance costs. The certification also increases the potential for a
series of commercial opportunities, such as the negotiation of code-share
agreements with foreign airlines who recognize it as an attestation of
operatonal safety.
Up to November 2009, GOL had signed 4 code-share agreements,
which involve the sharing of flights and the gradual integration of SMILES
with the mileage programs of the worlds leading long-haul airlines:
I.
American Airlines, one of the worlds biggest airlines and the leader
on routes between Brazil and the United States with a 36.1% market
share, having carried 471,000 passengers in 2008 (considering only
flights originating in Brazil), acording to ANACs 2008 annual
statistical survey;
II.
AirFrance/KLM, the leader on flights between Brazil and France and
Brazil and the Netherlands, with 61.2% and 100% of passengers,
respectively on these routes, totaling 449,000 in 2008;
III.
Iberia, the leader on routes between Brazil and Spain, with a 69.4%
share and 241,800 passengers carried; and
IV.
AeroMexico, the Mexican market leader, with 85.0% of the more than
68,000 passengers who traveled to Brazil on this route in 2008.
All in all, these companies carried more than 1.2 million passengers in 2008
from Brazil to foreign countries, or 18.6% of the total on international flights
to Brazil. They were also responsible for 30% and 37.5%, respectively, of
passengers to Europe and North America.
Also according to ANAC, in 2008 foreign airlines carried 4.3mm passengers
on flights from Brazil to foreign countries, representing 66.4% of the
international total.
Thanks to the code-share agreements, GOL will benefit from the development
of international long- haul traffic without having to compete in a market that is
dominated by global players and which is likely to become even more
competitive.
As part of its strategy of gradually introducing new domestic and
international routes, based on operational profitability per route and aircraft, as
of October, GOL has begun offering regular flights between Brazil and
Caribbean, departing from Brasília (BSB) to Aruba (AUA) and Curacao (CUR),
besides the regular flights between São Paulo (GRU), Caracas (CCS) and
3
Aruba (AUA). The latter flights are operated by VARIG brand, which includes
the Comfort CLASS with high-standard services.
At the beginning of June, the Company became the first airline in Brazil to
introduce Buy on Board, once again underlining its pioneering vocation.
Without detriment to the standard on-board service offered by GOL since its
inception, passengers were able to purchase a wide range of quality products
from a menu, including gourmet sandwiches, soft drinks, beer, wine, coffee,hot
chocolate and others items.
During the pilot phase of the service, between June and September, surveys
registered high levels of acceptance and approval. Thanks to the success of the
initiative, in October it was expanded from 14 to 37 domestic flights between
Belém, Brasília, Fortaleza, Foz do Iguaçu, Natal, Porto Alegre, Recife, Rio de
Janeiro (Galeão/Antonio Carlos Jobim Airport), Salvador and São Paulo
(Guarulhos International Airport).
Also in October, GOL became the first airline in Latin America to issue
UATPs (Universal Air Travel Plans). This is a new means of payment designed
to cut sales costs by reducing or eliminating credit card operating charges for
airlines. UATPs are accepted by more than 250 associated airlines,
representing more than 95% of worldwide seat supply. The new means of
payment also benefits travel agencies due to lower fees from credit card sales
and the generation of detailed reports, which permit a series of reconciliations
that both speed up and improve their managerial and administrative procedures.
With the advent of Buy On
Board sales, GOL is now
offering passengers a more
comprehensive on-board
service while generating
ancillary revenue, without
detriment to the existing
service and without
burdening the Companys
cost structure.
4
Management Comments
The third quarter of 2009 was marked by the announcement of the Companys
global share offering, which was successfully concluded in October, underlining
the capital markets confidence in GOLs business plan.
Thanks to the success of the offering and Companys new cash position of more
than 20% of net revenue, GOL was once again equipped with the full set of
competitive advantages that have made it one of the best positioned airlines in
terms of generating profitability.
In fact, GOL is uniquely positioned in one of the best markets in the world for
the rapid development of air transport, combining two vitally important factors:
one of the lowest per capita flight rates on the planet and the accelerated
growth of the middle CLASS, which now comprises more than 90mm people,
according to the Getúlio Vargas Foundation. In addition, Brazil will be hosting
the World Cup in 2014 and the Olympic Games in 2016, which will certainly fuel
investments in the countrys airport infrastructure.
GOL is ideally positioned in this market, with the highest number of flights
between the leading domestic airports, as well as a modern standardized fleet
of latest generation Boeing 737s.
SMILES, the largest loyalty program in Latin America with more than 6.4mm
clients, and the VoeFácil card, which allows passengers to purchase their
tickets in up to 36 installments and is now accepted by travel agents, are tools
that are not only ideally suited for the corporate segment, but also encourage
demand for air transport by facilitating payment by middle-income earners at
prices that are competitive with those of interstate buses, but with substantially
more added quality in terms of travel time and passenger comfort.
The Companys other advantages include one of the lowest operational cost
structures in the world, the flexibility and speed provided by the largest e-
commerce platform in Latin America in terms of net revenue, which, in addition
to airfares, also offers a wide range of ancillary products, including insurance,
car rentals and cargo transport.
GOLs challenge is to continue providing high-quality and safe air transport, with
a focus on client satisfaction, punctuality and operational regularity. Such aims
can only be achieved by a dedicated and motivated team that is determined to
make GOL the leader in consumer preference and profitability, without
necessarily having the highest market share.
GOL is uniquely positioned
in one of best markets in the
world for the rapid
development of air
transport, combining two
vitally important factors:
one of the lowest per capita
flight rates on the planet
and the accelerated growth
of the middle CLASS.
5
Operating Performance
Domestic Market
3Q09
3Q08
Chg.%
9M09
9M08
Chg.%
ASK - GOL (billion)
9.0
8.0
12.6%
25.4
24.5
3.9%
ASK - Others (billion)
12.5
10.2
22.9%
35.9
29.8
20.4%
ASK - Industry (billion)
21.5
18.2
18.4%
61.3
54.3
13.0%
RPK - GOL (billion)
6.1
4.6
31.3%
16.3
15.4
6.1%
RPK Others (billion)
8.4
6.9
22.0%
23.3
20.5
13.8%
RPK- Industry (billion)
14.5
11.5
25.7%
39.6
35.9
10.5%
Load Factor - GOL (%)
67.6%
58.0%
+9.6pp
64.2%
62.9%
+1.3pp
Load factor - Others (%)
67.2%
67.7%
-0.5pp
64.9%
68.7%
-3.8pp
Load factor - Industry (%)
67.4%
63.4%
+3.9pp
64.6%
66.1%
-1.5pp
International Market
3Q09
3Q08
Chg.%
9M09
9M08
Chg.%
ASK - GOL (billion)
1.2
1.9
-36.7%
4.0
7.2
-44.5%
ASK National others (billion)
6.3
5.2
21.4%
18.7
15.6
20.2%
ASK - Industry (billion)
7.5
7.1
5.8%
22.7
22.8
-0.3%
RPK - GOL (billion)
0.6
1.3
-52.7%
2.0
4.3
-53.2%
RPK -National others (billion)
4.7
4.2
13.2%
13.4
11.9
13.0%
RPK- Industry (billion)
5.4
5.5
-2.5%
15.4
16.2
-4.6%
Load Factor - GOL (%)
51.1%
68.3%
-17.2pp
50.5%
59.9%
-9.4pp
Load factor National others (%)
74.7%
80.1%
-5.4pp
71.8%
76.3%
-4.5pp
Load factor - Industry (%)
70.9%
77.0%
-6.1pp
68.0%
71.1%
-3.1pp
Domestic Market: Demand
In the third quarter and first nine months of 2009, domestic flight demand in
Brazil, measured by revenue passenger kilometers (domestic RPK) increased
by 25.7% and 10.5%, respectively, over 3Q08 and 9M08. In the same periods,
demand in GOLs network increased by 31.3% and 6.1%, respectively.
The fact that GOL outperformed the market as a whole was chiefly due to: (i)
better positioning in the domestic market; (ii) dynamic yield management,
allowing the Company to sell seats in such a way as to attend the larger client
portfolio while at the same time managing operating profitability; (iii) high
operational quality, thanks to a modern, standardized fleet of Boeing 737 NGs
and excellent punctuality and regularity indicators; and (iv) a focus on results,
concentrating on routes with a population density that is compatible with its fleet
characteristics and returns on capital invested.
Domestic demand recovered during the July vacation season and even during
Augusts low season. In September, demand received additional momentum
from the fiercely competitive environment, characterized by successive fare cuts
which lasted until mid-October. Although retail segment competiveness fell off
substantially as of the latter month, it remained a major factor in the corporate
and travel agency segments.
The Company improved its competitive position without having to reduce prices
to gain market share, thanks to the merger of GOL and VRGs operations as of
4Q08, which resulted in a low and flexible operating cost structure and provided
6
passengers with excellent cost-benefit conditions, one example of which being
the return of the SMILES mileage program.
In order to illustrate the GOL effect in the corporate market, it is worth
noting that, according to TMC Brasil, the business travel operators association,
the Companys share of sales through the latters affiliates increased by 6.1 p.p.
between 1H08 and 1H09, from 34.5% to 40.7%.
Domestic Market: Yields
Yields are expected to initiate a gradual recovery over the third quarter in the
final three months, especially in November and December, given that demand is
continuing to grow in a second half where the oulook is distinctly more
optimistic than in the first.
Domestic Market: Supply and Load Factor
Domestic-market seat supply, measured by available seat kilometers (domestic
ASK) increased by 18.4% year-over-year in 3Q09 and 13.0% in the first nine
months, giving respective average load factors of 67.4% and 64.6%.
The table on the previous page shows that GOL added less capacity than the
other market players, both in 3Q09, when it recorded a year-on-year upturn of
12.6%, and in 9M09, when capacity moved up by 3.9%, with respective load
factors of 67.6% and 64.2%.
GOL continues working on the capacity front in order to maximize operating
results, managing yields and operating with lower fleet utilization rates than its
historical average, even though it has the lowest costs in the market.
International Market
On the international market, ASK moved up by 5.8% year-over-year in the third
quarter, but dipped by 0.3% in the first nine months, while demand fell by 2.5%
and 4.6%, respectively, in the same periods. GOL was one of those airlines
chiefly responsible for the reduction in international capacity, especially in year-
to-date terms, due to its decision to discontinue intercontinental routes.
Demand remained modest, especially in regard to South American traffic
decrease due to the H1N1 flu outbreak, particularly on the Chilean and
Argentinean routes.
Given the change in profile of GOLs international routes, together with the
impact of H1N1 flu and the unfavorable economic scenario throughout most of
the first half, the Companys 3Q09 load factor fell by 17.2 p.p. over 3Q08 (from
68.3% to 51.1%), while the 9M09 figure recorded a decline 9.4 p.p. over 9M08
(from 59.9% to 50.5%).
GOLs rapid market share
growth in the corporate
segment is being fueled by
the highest flight frequency
between Brazils leading
airports and SMILES, the
largest mileage program in
Latin America.
7
GOL´s Operating Data
3Q09
3Q08
Chg.%
2Q09
Chg.%
Revenue Passengers (000)
7,394
6,025
22.7%
6,465
14.4%
Revenue Passengers Kilometers (RPK) (mm)
6,706
5,944
12.8%
5,795
15.7%
Available Seat Kilometers (ASK) (mm)
10,213
9,912
3.0%
9,635
6.0%
Load Factor
65.7%
60.0%
+5.7 pp
60.1%
+5.5 pp
Break-Even Load Factor (BELF)
61.3%
56.5%
+4.8 pp
56.3%
+5.1 pp
Aircraft Utilization (Block Hours/Day)
12.1
12.8
-5.5%
11.3
6.7%
Average Fare (R$)
175.7
275
-36.1%
199
-11.5%
Yield per Passenger Kilometer (R$ cents)*
18.92
27.09
-30.2%
21.51
-12.1%
Passenger Revenue per ASK (R$ cents)
12.42
16.25
-23.6%
12.94
-4.0%
Operating Revenue per ASK (RASK) (R$ cents)
14.65
18.04
-18.8%
14.47
1.3%
Operating Cost per ASK (CASK) (R$ cents)
13.68
17.00
-19.5%
13.53
1.1%
Operating Cost, excluding fuel, per ASK (R$ cents)
8.93
9.45
-5.4%
9.07
-1.6%
Departures
69,163
67,047
3.2%
67,028
3.2%
Average Stage Length (km)
896
906
-1.1%
874
2.5%
Average Number of Operating Aircraft
109.3
103.4
5.7%
108.2
1.0%
Fuel consumption (mm litters)
330
329
0.6%
308
7.2%
Full-time equivalent employees at period end
17,678
15,963
10.7%
17,19 5
2.8%
Average Exchange Rate
(1)
1.87
1.67
11.9%
2.08
-10.0%
End of period Exchange Rate
(1)
1.78
1.91
-6.9%
1.95
-8.9%
Inflation (IGP-M)
(2)
-0.4%
1.5%
-1.9 pp
-0.3%
-0.1 pp
Inflation (IPCA)
(3)
0.6%
0.8%
-0.2 pp
1.3%
-0.7 pp
WTI (avg. per barrel, US$)
(4)
68.14
118.23
-42.4%
59.69
14.2%
Gulf Coast Jet Fuel Cost (average per liter, US$) (4)
0.47
0.92
-48.8%
0.41
14.2%
Sources: (1)Brazilian Central Bank (2)FGV (3)IBGE (4)Bloomberg
Net Revenue
Net revenue totaled R$1,496.6mm in 3Q09, 16.3% down on the R$1,788.3mm
recorded in 3Q08 and 7.4% up on the R$1,394.0mm reported in 2Q09, as
shown below:
Net Revenue Breakdown (R$MM)
3Q09
3Q08
Chg.%
2Q09
Chg.%
Net Revenue
1,496.6
1,788.3
-16.3%
1,394.0
7.4%
Passenger
1,268.5
1,610.3
-21.2%
1,246.5
1.8%
Ancillary
228.1
178.0
28.1%
147.6
54.6%
Passenger revenue fell by 21.2%, from R$1,610.3mm, in 3Q08, to
R$1,268.5mm, but edged up by 1.8% over the R$1,246.5mm registered in the
previous quarter. The year-over-year reduction was primarily due to the more
competitive price scenario, especially in the second half of 3Q09, which
reduced the average yield by 30.2%, although this was partially offset by higher
demand and the upturn in the load factor. In comparison with the previous
quarter, the upturn in demand and its impact on the load factor more than offset
the effects of the price scenario, leading to the 1.8% revenue improvement.
Ancillary revenue (cargo, charter and other incidental services) increased by
28.1% year-over-year, accounting for 15.2% of total net revenue, due to the
following factors: (i) the booking of revenue from the launch of the co-branded
8
SMILES card in association with Bradesco and Banco do Brasil the
partnership envisaged the payment of around R$50 million from other services
not related to the advanced sale of miles, such as rental from the banks access
to and use of the SMILES database and a share of card revenue; (ii) higher
cargo revenue; and (iii) an increase in chartering services for tourism
companies. For the same reasons, ancillary revenue jumped by 54.6% over the
R$147.6mm recorded in 2Q09.
As a result of all these factors, third-quarter RASK (revenue per available seat
kilometer) fell by 18.8% year-over-year, from 18.04 cents (R$), in 3Q08, to
14.65 cents (R$). In comparison with the 14.47 cents (R$) recorded in 2Q09,
RASK increased by 1.3%.
Operating Costs and Expenses
Operating Expenses (R$ MM)
3Q09
3Q08
Chg.%
2Q09
Chg.%
Aircraft fuel
(485.4)
(748.5)
-35.2%
(429.8)
12.9%
Salaries. wages and benefits
(278.0)
(246.6)
12.8%
(276.7)
0.5%
Aircraft rent
(152.3)
(124.3)
22.6%
(136.4)
11.7%
Aircraft Insurance
(13.3)
(11.0)
20.6%
(13.0)
2.1%
Sales and Marketing
(101.8)
(193.9)
-47.5%
(86.6)
17.6%
Landing Fees
(77.6)
(86.1)
-9.9%
(79.8)
-2.7%
Aircraft and Traffic Servicing
(100.7)
(90.8)
10.9%
(91.3)
10.2%
Maintenance. Materials and Repairs
(69.5)
(90.3)
-23.0%
(75.8)
-8.3%
Depreciation and Goodwill Amortization
(47.2)
(25.9)
82.6%
(32.5)
45.5%
Other Operating Expenses
(71.7)
(67.3)
6.4%
(82.2)
-12.8%
Total Operating Expenses
(1,397.5) (1,684.7)
-17.0% (1,304.1)
7.2%
Total Op. Expenses Ex. Fuel Expenses
(912.1)
(936.2)
-2.6%
(874.3)
4.3%
Operating costs and expenses totaled R$1,397.5mm in 3Q09, 17.0% down on
3Q08 and 7.2% up on 2Q09, due to the operational synergies from the merger
of GOL and VRGs operations and the more favorable scenario for those
variables outside the Companys control (exchange rate and jet fuel).
Operating Expenses per ASK
3Q09
3Q08
Chg.%
2Q09
Chg.%
Aircraft fuel
(4.75)
(7.55)
-37.1%
(4.46)
6.5%
Salaries, wages and benefits
(2.72)
(2.49)
9.4%
(2.87)
-5.2%
Aircraft rent
(1.49)
(1.25)
19.0%
(1.42)
5.4%
Aircraft Insurance
(0.13)
(0.11)
17.0%
(0.14)
-3.7%
Sales and Marketing
(1.00)
(1.96)
-49.0%
(0.90)
11.0%
Landing Fees
(0.76)
(0.87)
-12.5%
(0.83)
-8.2%
Aircraft and Traffic Servicing
(0.99)
(0.92)
7.6%
(0.95)
4.0%
Maintenance, Materials and Repairs
(0.68)
(0.91)
-25.3%
(0.79)
-13.5%
Depreciation and Goodwill Amortization
(0.46)
(0.26)
77.2%
(0.34)
37.3%
Other Operating Expenses
(0.70)
(0.68)
3.2%
(0.85)
-17.7%
CASK
(13.68)
(17.00)
-19.5%
(13.53)
1.1%
CASK Excluding Fuel Expenses
(8.93)
(9.45)
-5.4%
(9.07)
-1.6%
*CASK = operating costs and expenses and divided by ASK, expressed in cents (R$).
Operating costs per available seat-kilometer (CASK) amounted to 13.68 cents
(R$) in the quarter, a 19.5% reduction over the 17.00 cents (R$) recorded in
3Q08. Besides the above mentioned factors, the fact that this reduction was
higher than the decline in total costs was due to the 3% period upturn in the
GOLs operating costs
benefited
from
the
synergies generated by
the merger of GOLs and
VRGs operations in 4Q08
and the more stable
economic scenario.
CASK Breakdown
44.4%
33.0%
34.7%
14.6%
21.2%
19.9%
7.4%
10.5%
10.9%
33.6%
35.4%
34.5%
3Q08
2Q09
3Q09
Other
Leasing
Personnel
Fuel
9
number of seat-kilometers flown. In comparison with 2Q09, this increase came
to 1.1%, helping to dilute costs.
Excluding fuel expenses (CASK ex-fuel), CASK totaled 8.93 cents (R$), 5.4%
down on the 9.45 cents (R$) recorded in 3Q08 and 1.6% down on 2Q09.
Aircraft fuel costs totaled R$485.4mm in the quarter, 35.2% down on 3Q08,
due to: (i) the 42.4% period reduction in average WTI oil prices; (ii) the 48.8%
decline in Gulf Coast jet fuel prices; and (iii) gains in operating efficiency from
the utilization of a fleet almost entirely made up of B737-800 and 700 NGs. This
effect was partially offset by the 11.9% average valuation of the Real against
the U.S. Dollar in the same period and the planned reduction in aircraft
utilization.
In comparison between 3Q09 with 2Q09, there was an increase of 12.9% due to
the period upturn in the WTI oil and Gulf Coast jet fuel prices, both of which
increased by 14.2%, and the 5.4% rise in the Companys operating capacity,
partially offset by the 10.0% reduction in the average exchange rate. In per-ASK
terms, this item moved up by 6.5% over 3Q08, reflecting the 2.5% growth in the
average stage length and the 12.1 block hours/day increase in aircraft
utilization in the 3Q09 over the 11.3 block hous/days recorded in the 2Q09.
Salaries, wages and benefits increased by 12.8%, from R$246.6mm in 3Q08
to R$278.0mm in 3Q09, due to the following factors: (i) provisions for profit
sharing of R$15mm, based on the first semester net income and the tendency
for 2009 as a whole; (ii) the 8% pay rise approved in December 2008; and (iii)
the 10.7% increase in the workforce due to the internalization and expansion of
the call center in order to improve customer service quality and increase
telesales. In comparison with 2Q09, salaries, wages and benefits increased by
0.5% due to increase in the workforce, rise in the number of departures and
growth in the average stage length, partially offset by R$35mm allocated to
provisions for profit sharing in 2Q09
In per ASK terms, these expenses climbed by 9.4% over 3Q08, due to the
reduction in aircraft utilization, and fell by 5.2% over 2Q09 due to the increase
in aircraft utilization and in the average stage length.
Aircraft leasing costs totaled R$152.3mm, 22.6% up on 3Q08, due to the
period increase in the number of aircraft from 117 in 3Q08 to 124 in 3Q09 and
the 11.9% upturn in the average exchange rate, partially offset by lower interest
rates and the reduction in the number of B767-300 aircraft from 7 to 6.
In comparison with the previous three months, these costs moved up by 11.7%,
due to 2Q09 negotiations with lessors which led to a redistribution of
contractual amounts to be paid in the quarter, partially offset by the 10.0%
period reduction in the average exchange rate.
In per-ASK terms, the increase in the average number of operational aircraft
from 103.4 in 3Q08 to 109.3 in 3Q09, which pushed up capacity by 3.0%, plus
the decline in aircraft utilization from 12.8 to 12.1 block hours/day, reduced the
upturn in leasing costs to 19.0%. Compared to 2Q09, aircraft leasing increased
by 5.4%, a lower growth pace compared to absolute figures, due to the increase
in aircraft utilization rate from 11.3 block hours/day to 12.1 block hours/day.
10
Aircraft insurance moved up by 20.6%, from R$11.0mm in 3Q08 to R$13.3mm
in 3Q09 due to the increase in the average exchange rate and the expansion of
the total fleet. In comparison with 2Q09, the upturn came to 2.1%, caused by
the increase in the operational fleet. In per-ASK terms, these costs moved up by
17.0% year-over-year, due to the reduction in the average aircraft utilization
rate, and fell by 3.7% over 2Q09 due to the same factors mentioned above.
Sales and marketing expenses decreased by 47.5%, from R$193.9mm in
3Q08 to R$101.8mm in 3Q09, reflecting gains in operational synergies from the
companies integrated as of 4Q08, which led to a reduction in marketing
expenses and the effective integration of reservation systems as of January
2009. The integration provided customers with a faster, more efficient ticket
purchase process and reduced sales expenses. In relation to 2Q09, there was a
an increase of 17.6%, due to the upturn in marketing expenses during the
winter vacation season and, especially, in September, when domestic market
flight competition was at its height. In per-ASK terms, these expenses fell by
49.0% over 3Q08 and climbed by 11.0% over 2Q09.
Landing fees totaled R$77.6mm in 3Q09, 9.9% lower than the R$86.1mm
recorded in 3Q08, reflecting the consolidation of GOL and VRGs route
networks, eliminating overlap and optimizing market seat supply. In comparison
with 2Q09, the reduction was only 2.7%, due to the impact of the exchange
variation on airport fees outside Brazil. In per-ASK terms, landing fees fell by
12.5% year-over-year and 8.2% quarter-over-quarter.
Aircraft and traffic servicing expenses totaled R$100.7mm, 10.9% more than
in 3Q08, due to a increase in handling services and catering costs caused by
the increased number of arrivals and departures. For the same reasons, these
expenses moved up to 10.2% in relation to 2Q09. In per-ASK terms, these costs
increased by 7.6% over 3Q08 and 4.0% over 2Q09.
Maintenance, materials and repairs totaled R$69.5mm, 23.0% down on the
R$90.3mm recorded in 3Q08 due to reduced maintenance and the renovation
and unification of the fleet, with the replacement of 737-300s and 767-300s by
737-800s and 737-700s. In relation to 2Q09, there was a reduction of 8.3% in
maintenance, chiefly due to the positive impact of the appreciation of the Real
on services contracted in foreign currency. In per-ASK terms, these expenses
fell by 25.3% and 13.5% over 3Q08 and 2Q09 respectively.
Depreciation expenses increased 82.6%, from R$25.9 million in 3Q08 to
R$47.2 million in 3Q09. Compared to R$32.5 recorded in 2Q09, there was an
increase of 45.5%. In both cases this increase refers to the revision of the
depreciation calculating concept in 2Q09, which changed the criteria of working
life of the aircraft under financial leasing from 20 to 25 years. The concept used
to calculate depreciation in 2Q09, considered the depreciation of the aircraft
since its record as fixed assets. As of 3Q09, the concept began to use the
residual balance of 2Q09 as a basis of calculation, resulting in a negative
adjustment of approximately R$6.0 million. In comparison with 3Q08, besides
the above mentioned factors, there was an increase in the number of aircraft
recorded as finance leases from 23 in 3Q08 to 28 in 3Q09. In per-ASK terms,
the increase was 77.2% and 37.3% compared to 3Q08 and 2Q09, respectively.
11
Other operating expenses (mainly comprising accommodation, crew travel and
accommodation, direct passenger expenses, equipment leasing and general
and administrative expenses) totaled R$71.7mm in 3Q09, 6.4% up on 3Q08,
due to higher crew accommodation and direct passenger service expenses, in
turn caused by the upturn in operational volume. In relation to 2Q09, these
expenses fell by 12.8% due to lower general and administrative expenses in a
quarter when there was less expenditure on providers of related services, and a
reduction in expenses from direct passenger services, due to the Companys
improved operating quality.
Operating Result*
Operating Results (R$MM)
3Q09
3Q08
Chg.%
2Q09
Chg.%
EBIT
99.1
103.6
-4.3% 89.9
10.2%
Margin
6.6%
5.8%
+0.8 pp
6.5%
+0.2 pp
per ASK
0.97
1.04
-7.1%
0.93
3.9%
EBITDA
146.3
129.4
13.1% 122.4
19.5%
Margin
9.8%
7.2%
+2.5 pp
8.8%
+1.0 pp
per ASK
1.43
1.31
9.7%
1.27
12.8%
EBITDAR
298.7
253.7
17.7% 258.8
15.4%
Margin
20.0%
14.2%
+5.8 pp
18.6%
+1.4 pp
per ASK
2.92
2.56
14.2%
2.69
8.9%
GOLs operating result was positive for the fifth consecutive quarter,
consolidating its operational position as a generator of cash independently of
seasonality. The 3Q09 operating margin stood at 6.6%, in line with the year-to-
date average of 6.7%. In fact, the result would have been even higher but for
the fiercely competitive domestic market scenario, which forced the
Company to employ prices in September and October that were below those in
its business plan.
GOL is in favor of low fares and was the first airline to introduce this concept
into Brazil. However, a low-fare policy must be based on rational strategic
planning, in turn based on a low-cost structure, the generation of ancillary
revenue and the penetration of new markets and/or segments that permit a
consistent increase in operating margins.
The Company has a firm commitment with its shareholders to gradually
increase its operating margins. It therefore ensures strict alignment in terms
of strategic planning between its shareholders and its entire management team
by maintaining a system of bonuses that is 100% tied to improved operating
results. Key executives also have a stock option plan. As a result, 3Q09
EBITDAR totaled R$298.7mm, giving an EBITDAR margin of 20.0%, versus
R$253.7mm and 14.2%, respectively, in 3Q08.
*
EBITDA (earnings before interest, taxes, depreciation and amortization) and EBITDAR (earnings before interest, taxes, depreciation, amortization and rent) are non-
USGAAP measures and are presented as supplemental information because we believe they are useful indicators of our operating performance for our investors. We
usually present EBITDAR, in addition to EBITDA, because aircraft leasing represents a significant operating expense of our business, and we believe the impact of this
expense should be considered in addition to the impact of depreciation and amortization. However, neither figure should be considered in isolation, as a substitute for net
income in accordance with IFRS and BR GAAP, or as a measure of a companys profitability. In addition, our calculations may not be comparable to other similarly titled
measures of other companies
The Company believes that EBITDAR, equivalent to EBITDA before expenses from aircraft leasing (denominated in dollars) is a useful indicator of airline operating
performance. In the specific case of GOL and the air transport sector, a substantial amount of aircraft are leased, representing a material cost item. EBITDAR therefore
indicates the capacity to cover such costs, as well as facilitating comparisons with other companies in the sector.
A low fare policy must be
based on rational strategic
planning, in turn based on a
low-cost structure, the
generation of ancillary
revenue and the penetration
of new markets and/or
segments that permit a
consistent increase in
operating margins.
12
Hedge Results
The Company records derivative financial instruments in accordance with IAS
39 Financial Instruments: Recognition and Measurement.
2Q09 Hedge Results (R$MM)
WTI
Foreign
Exchange Interest Rate
Total
Effective
(4.1)
(4.8)
-
(8.9)
Ineffective
(36.4)
(2.5)
(0.6)
(39.5)
Not designated to hedge
-
-
(2.8)
(2.8)
Total
(40.5)
(7.3)
(3.4)
(51.2)
OCI (gross value)
(1.6)
0.7
(1.9)
(2.8)
*OCI differs from net income and generally comprises unrealized gains or losses from a variety of sources, including
unrealized pension costs and gains or losses from securities, derivatives, foreign exchange hedges and net foreign
investments.
On September 30, 2009, the Company recognized a net loss from hedge
operations of R$51.2mm (for more details see the Financial Result section),
with a negative cash impact of R$1.5mm in the same period.
Fuel: fuel consumption hedge transactions, which are effected through crude oil
(WTI) derivative contracts, represented a loss of R$40.5 million in the quarter,
since most of these contracts consist of zero cost collar operations, which were
discontinued in 1Q09. Due to the early settlement of these contracts, although
the cash disbursement of the hedge losses occurs during the same quarter, the
result is only recognized during the contract maturity period.
Of this total, a loss of R$4.1 million was considered effective for hedge
purposes and was therefore recognized under the operating result in the fuel
cost line. Of the remaining R$36.4 million CLASSified as ineffective, R$30.1
million refers to contracts maturing in 3Q09 (accrual basis) and R$6.3 million to
contracts maturing in the future, but which were booked in advance since
statistical tests had determined their ineffectiveness for hedge purposes
Foreign exchange: loss of R$7.3 million, R$4.8 million of which considered
effective and booked pro-rata in the operating expenses lines (leasings, fuel,
insurance, etc) and R$2.5 million considered ineffective and recognized as a
financial expense.
Interest: loss of R$3.4 million, considered ineffective and booked as a financial
expense.
Hedge Operations - Mark to Market Value
4Q09
1Q10
2Q10
3Q10
Total
Fuel
Notional Volume in Barrels ('000)
1,007
977
616
228
2,828
Notional Volume in Litters ('000)
160,093
155,323
97,932
36,247
449,595
Price per Barrel (US$)*
64.25
78.05
83.57
86.83
74.65
Mark-to-Market Value (R$ MM)**
115.0
135.6
91.5
35.2
375.4
Foreign Exchange
Notional Value in US$MM
121,750
-
-
-
121,750
Average Future Rates
1.9876
-
-
-
1.9876
Total in R$ MM
242.0
-
-
-
242.0
* Weighted average between collar strikes and call spreads.
* On 09/30/09, the exchange rate was R$ 1.7781/ US$1.00.
GOL adopts a hedging policy in order to protect the Company against market
fluctuations in fuel prices, exchange rates and interest rates that can
substantially harm its operational competitiveness. In order to perform this task,
13
the Company employs a risk policy committee, comprising certain members of
the Board, an external consultant, and senior executives. The committee meets
quarterly and sets 12-month targets on a rolling basis, on which management
builds its hedge positions. The committee can also meet extraordinarily if any of
its members calls a meeting.
The vast majority of the financial instruments used for hedging purposes consist
of WTI or dollar call options, and fixed and floating interest rate swaps. GOL
focuses on simplified derivative structures, aiming to reduce its exposure to the
volatility of these assets and ensure as much compliance as possible with the
targets established in its annual budget.
Net Financial Result
The 3Q09 net financial result was revenue of R$58.5mm, versus an expense of
R$556.3mm in 3Q08 and revenue of R$369.9mm in 2Q09.
Financial Result (R$MM)
3Q09
3Q08
Chg.%
2Q09
Chg.%
Interest Expenses
(75,7)
(60,6)
25,0%
(57,7)
31,3%
Financial Leases
(19,5)
(17,6)
10,8%
(21,3)
-8,4%
Interest Expense
(56,2)
(43,0)
30,9%
(36,4)
54,6%
Capitalized Interest
2,7
6,9
-61,0%
1,1
140,7%
Exchange Variation
163,5
(482,3)
nm
448,4
-63,5%
Interest and Investment Income
22,1
5,9
274,5%
3,9
nm
Hedge Results
(51,2)
(46,8)
9,4%
(13,3)
285,0%
Other
(2,8)
20,8
nm
(12,5)
-77,6%
Net Financial Results
58,5
(556,3)
nm
369,9
-84,1%
Interest expenses moved up by 25.0% over 3Q08, primarily due to the increase
in the number of aircraft under financial leasing agreements (from 23 to 28) and
the upturn in Real-denominated debt to the detriment of foreign-currency debt.
Compared to 2Q09, interest expenses were up by 25,0%, mainly due to an
increase in Real denominated debt.
The exchange variation on assets and liabilities generated a gain of
R$163.5mm, versus a loss of R$482.3 million in 3Q08 and a gain of R$448.4
million in 2Q09.
The exchange variation recorded in 3Q09 was due to the impact of the 10%
devaluation of the dollar between June 30 and September 30, 2009 on the
Companys foreign-currency assets (maintenance deposits and leasing
guarantees) and liabilities (indebtedness). Compared to 3Q08, the exchange
variation loss of R$482,3 million is related to the Real depreciation of 19.4%
from R$1.67 by the end 2Q08 to R$1.91 by the end of 3Q09.
GOL`s dollar denominated gross debt has reduced due to the following factors,
when comparing 3Q09 to 2Q09: (i) continue Real appreciation during the last
three quarters, (ii) issuance of R$400 million denominated debentures and, (iii)
maintenance and leasing deposits decreased in a lower pace than dollar
denominated debt, when comparing 1Q09, 2Q09 and 3Q09. As a result dollar
denominated debt in the second quarter, which is used to calculate the
exchange variation recorded in the 3Q09, represented 84% of gross debt, while
in 1Q09, which in turn is used to calculate the exchange variation recorded in
14
2Q09, was 97%. As a result of the lower dollar denominated liabilities and
stable dollar denominated assets the liabilities gap between the two quarters
decreased by 40%.
Financial revenue was a positive R$22.1mm in 3Q09, which generated an
increase comparing to a revenue of R$5.9mm in 3Q08, due to the increase in
the cash position and VoeFácil revenue. In comparison with 2Q09, there was a
R$18.2mm increase, due to the rise in cash position and VoeFácil revenue.
Income Tax
Income Tax (R$MM)
3Q09
3Q08
Chg.%
2Q09
Chg.%
Current income tax
(0.1)
(50.5)
-99.8%
2.5
nm
Deferred income tax
(79.5)
(7.5)
960.0%
(108.7)
-26.8%
Income Tax
(79.7)
(58.0)
37.3%
(106.2)
-25.0%
GOL recorded income tax of R$79.7 million in 3Q09, 37.3% more than in 3Q08.
The year-over-year upturn was chiefly due to the increase in deferred income
tax based on temporary differences between tax legislation and the criteria for
recognizing income tax under IFRS in accordance with IAS 12 Income Tax.
The main accounts generating deferred income tax in the quarter were: (i) the
impact of the exchange variation on financial leasings; (ii) the reversal of
goodwill amortization; (iii) the difference in working life for the purposes of the
depreciation and amortization of assets (whose amortization periods are shorter
under tax legislation).
In relation to 2Q09, there was a 25.0% reduction in deferred income tax,
primarily due to the effect of the exchange variation on financial leasings, which
had a greater impact on the results in IFRS of the previous quarter than the
current quarter results.
Net Income
GOL posted a 3Q09 net income of R$77.9mm, with a net margin of 5.2%,
versus a net loss of R$510.7mm in 3Q08 and net income of R$353.7mm in
2Q09.
Liquidity and Indebtedness
Total Liquidity (R$MM)
3Q09
2Q09
Chg.%
4Q08
Chg.%
Reais
1,216.0
1.147.6
6.0%
936.5
29.8%
Cash and Cash Equivalents
662.8
613.7
8.0%
591.6
12.0%
Short Term Receivables
553.2
533.9
3.6%
344.9
60.4%
Foreign Currency
1,820.0
1,865.9
-2.5%
1,702.5
6.9%
Aircraft Acquisition Prepayment
912.5
953.5
-4.3%
957.2
-4.7%
Deposits
907.5
912.4
-0.5%
745.3
21.8%
Total Liquidity
3,036.0
3,013.5
0.7%
2,639.0
15.0%
Cash and cash equivalents closed the quarter at R$662.8mm (cash balance of
R$162.3mm, plus R$483.8mm in immediate liquidity assets and R$16.7mm in
restricted cash), 12.0% up on the end of 2008 and 8.0% more than the close of
June,30 2009.
15
The main factors behind the improved liquidity were: (i) positive operating cash
flow for the fifth consecutive quarter; (ii) the conclusion of the R$ 203.5mm
capital increase announced in March 2009 through the issue of subscription
rights to the Companys shareholders; (iii) a R$400mm debenture issue,
partially guaranteed by receivables of R$250mm, at 126.5% of the CDI rate,
with monthly amortizations as of the seventh month of the contract until final
maturity in May 2011; and (iv) the signing of a partnership agreement on June
29,2009 with Bradesco and Banco do Brasil involving the creation of a co-
branded SMILES credit card, for which the Company has received R$150mm
(R$100mm in 2Q09 and R$50mm in 3Q09) of the total amount of R$252mm,
relative to the advanced sale of miles to the two financial institutions, rental of
access to the SMILES database, a share of card revenue and other factors.
Maintenance and leasing deposits are related to contractual obligations with
lessors and are booked under long-term and short-term assets. These deposits
guarantee the Companys obligations regarding maintenance of a portion of its
leased fleet as well as financial and operational leasing payments.
In 3Q09, these deposits totaled R$907.5mm, 0.5% down on 2Q09 and 21.8% up
on 4Q08, chiefly due to the substitution of R$230mm in letter of credit, given in
guarantee of the deposits, which became due in the first half during the global
financial crisis, one of whose main effects was the absence of credit facilities in
the worlds leading financial institutions.
Short-term receivables include flight sales via credit card, receivables from the
VoeFácil installment payment program, and accounts receivable from travel
agencies and cargo transportation. At the end of 3Q09, these receivables
totaled R$533.2mm, 3.6% up on the R$533.9mm recorded at the close of 2Q09,
chiefly due to the Companys increased cash flow.
Pre-delivery aircraft payments closed 3Q09 at R$912.5mm. These amounts
were recorded as fixed assets in the balance sheet and are related to the
acquisition of new aircraft. All aircraft scheduled for delivery between 2009 and
2012 have already secured long-term financing with banks through lease-back
operations or long-term loans backed by Ex-Im Bank.
Commitments (R$ MM)
3Q09
2Q09
Chg.%
4Q08
Chg.%
Aircraft Financing
1,665.1
1,850.4
-33.1%
2,271.3
-67.0%
Financial Leasings
1,324.6
1,360.6
-2.6%
1,573.6
-15.8%
PDP Facility
340.5
489.7
-30.5%
697.7
-51.2%
Loans and Financing
1,352.5
1,325.0
2.9%
1,109.4
21.9%
Loans and Financing (ex-perpetual)
1,036.1
978.2
7.1%
694.9
49.1%
Perpetual Bonus
316.3
346.8
-8.8%
414.5
-23.7%
Interest
26.9
21.8
-23.8%
25.6
5.4%
Total Gross Debt
3,044.5
3,197.1
-4.8%
3,406.2
-10.6%
Operating Leases * (off balance)
2,646.9
2,973.7
-11.0%
3,285.2
-19.4%
Total Commitments
5,691.4
6,170.8
-7.8%
6,691.4
-14.9%
* the sum of loans and financings and the estimated total value of operational leasing contracts payable,
pursuant to note 19 of the financial statements.
On September 30, 2009, total loans and financings came to R$3,044.5mm.
Long-term debt had an average term of 5.4 years, with an average rate of
10.9% for local-currency debt and 7.8% for dollar-denominated debt. Excluding
the perpetual bonds, which have no maturity date, debt fell to R$2,728.2mm
16
with the positive impact of the exchange variation generating a 4.8% reduction
in 3Q09, partially offset by an additional working capital line of R$110mm.
Total financial obligations, comprising the gross debt recorded in the balance
sheet and projected operating leases payments between 2009 and 2021, based
on September 30, came to R$5,691.4mm, 7.2% down on 2Q09 and 14.9% down
on 4Q08, primarily due to the 9M09 appreciation of the Real against the dollar.
Aircraft Financing (R$ MM)
3Q09
2Q09
Chg.%
4Q08
Chg.%
Short Term (Foreign Currency)
459.9
613.1
-25.0%
855.6
-46.3%
PDP Facility
340.5
489.7
-30.5%
697.7
-51.2%
Financial Leasings
119.4
123.4
-3.3%
157.9
-24.4%
Long Term Debt (Foreign Currency)
1,205.2
1,237.2
-2.6%
1,415.7
-14.9%
Financial Leasings
1,205.2
1,237.2
-2.6%
1,415.7
-14.9%
Total Aircraft Financing
1,665.1
1,850.4
-10.0%
2,271.3
-26.7%
Also on September 30, aircraft financing totaled R$1,665.1mm, comprising a
credit line for the prepayment of aircraft acquisitions (PDP Facility) amounting
to R$340.5mm, all of which is already refinanced through a combination of
lease-back operations and long-term bank loans with financial institutions,
backed by the U.S. Ex-Im Bank. Financial leasing operations, which totaled
R$1,324.6mm, are financial expenses paid monthly to the aircraft lessors with
the Companys own operating cash flow.
Financial Debt Schedule (R$ MM)
2010
2011
2012
2013
after
2013
Total
Local currency
229.1
126.7
11.5
3.1
0.5
370.8
Working Capital
160.0
-
-
-
- 160.0
BDMG
1.0
3.1
3.1
3.1
0.5
10.8
BNDES
3.6
14.4
8.4
-
-
26.3
Debentures
64.5
109.3
-
-
- 173.7
Foreign currency
7.4
14.8
14.8
11.1
368.1
416.3
IFC loan
7.4
14.8
14.8
11.1
-
48.2
Senior Notes
-
-
-
-
368.1
368.1
Total
236.5
141.5
26.3
14.2
368.6
787.1
Financial Indicators
3Q09
2Q09 Chg.%
4Q08
Chg.%
% of Gross Debt Foreign Currency
79.9%
84.2%
-4.3pp
96.3%
-16.6pp
Net Financial Debt (R$ MM)
2,381.7
2,583.4
-7.8% 2,814.7
-15.4%
Net Financial Debt Excl. PDP and Perpetual (R$MM)
1,724.8
1746.8
-1.3% 1,702.5
1.3%
Net Commitments1 (R$MM)
5,028.6 5,516.1 -8.8% 6,099.9
-17.6%
Adjusted Gross Debt2 (R$MM)
8,051.3 8,007.6
0.5%
7,921.8
1.6%
Adjusted Net Financial Debt (R$MM)
7,388.4 7,393.9 -0.1% 7,330.3
-0.79%
Adjusted Gross Debt
2/ EBITDAR*
6.6
6.9
-3.2%
11.6
-42.9%
Adjusted Gross Debt2/ EBITDAR + Interest
Revenues*
5.9
6.0
-2.3%
10.4
-43.6%
Adjusted Net Financial Debt 3 / EBITDAR*
6.1
6.3
-3.8%
10.8
-43.4%
Adjusted Gross Debt2 / EBITDAR+ Interest
Revenues*
5.4
5.6
-2.9%
9.6
-44.1%
Adjusted Gross Debt2 / Adjusted Capitalization
(balance)
0.8
0.8
-0.8%
0.9
-7.1%
Adjusted Gross Debt2 / Adjusted Capitalization
(market)
0.7
0.8 -13.8%
0.8
-17.6%
EBITDA / Financial Expenses*
1.7
1.6
6.6%
0.1
nm
Net Financial Commitments */EBITDAR*
4.1
4.7 -12.2%
8.9
-53.7%
Cash / Interest Revenues (UDM)
11.1%
9.8% +1.3 pp
9.2%
+1.9 pp
1Financial Commitments (gross debt + operating leasing contracts in accordance with note 19 of the financial statements)
excluded Cash and Cash Equivalents and Short Term Financial Investments
2 Gross Debt + last 12 months of Operation Leases Expenses x 7
3 Adjusted Gross Debt excluded Cash and Cash Equivalents and Short Term Financial Investments
3 Considering quotation of R$18.36 per share
17
Fleet and Fleet Plan
The Company is continuing with its plan to replace its Boeing 737-300 and 767-
300 aircraft with 737-800NGs and 737-700NGs for operations on short- and
medium-haul routes. These aircraft have lower operating costs, are more fuel-
efficient and will reduce the fleets average age. The Company leases its entire
fleet through a combination of financial and operational leases. Out of the total
of 124 aircraft, 96 were under operational leases and 28 under financing leases.
Operating Fleet
Seats*
3Q09
3Q08
Chg.#
2Q09
Chg.#
B737-300
141
5
15
(10)
9
(4)
B737-700 NG
144
43
36
7
42
1
B737-800 NG
177
21
22
(1)
22
-
B737-800 NG SFP
187
40
32
8
37
2
B767-300 ER
218
-
-
-
-
-
Sub Total*
18,094
109
105
4
110
(1)
Non-Operating Fleet
Seats*
3Q09
3Q08
Chg, #
2Q09
Chg, #
B737-300
141
7
5
2
6
1
B737-700 NG
144
-
-
-
-
-
B737-800 NG
177
2
-
2
2
-
B767-300 ER
218
6
7
(1)
6
-
Sub Total*
2,649
15
12
3
14
1
Total
57,829
124
117
7
124
-
* Total seats in 3Q09
In 3Q09, GOL took delivery of one Boeing 737-700NG and two Boeing 737-
800NG SFPs to replace three Boeing 737-300s, which were returned during the
period. The Company closed the quarter with 109 operational aircraft, with an
average age of 7.3 years.
Operating Fleet Plan
2009
2010
2011
2012
2013
2014
B737-700 NG
42
40
40
40
40
40
B737-800 NG*
66
71
75
79
81
85
Total
108
111
115
119
121
125
* including SFP aircrafts (short field performance)
Aircraft Payments Forecast (R$ MM)
until June of each year
2010
2011
2012
2013
After
2013
Pre Delivery Deposits
175.4
148.2
376.5
467.0
433.7
Aircraft acquisition Commitments*
1,601.5
1,158.4
436.1
2,133.6
6,611.6
Total
1,776.9
1,306.6
812.6
2,600.6
7,045.3
* List prices
Maturing and Interest
Maturing
Contracted
Effective p.a
Currency
Working Capital
aug/09
111.5 % CDI
11.41%
Real
BNDES
jul/12
TJLP +2.65%
8.90%
Real
BDMG
jan/14
IPCA +6%
11.33%
Real
Debentures
may/11
126.5% CDI
12.02%
Real
PDP Facility
feb/10
Libor + 0.5%
1.02%
Dollar
IFC Loans
jul/13
Libor +1.875%
3.34%
Dollar
Senior Notes
apr/17
7.5%
7.50%
Dollar
Perpetual Bonds
no maturity
8.75%
8.75%
Dollar
18
Guidance
GOL reviews its operating and financial projections on a quarterly basis in order
to give the market a more accurate view of its expectations for the coming
periods.
This quarter, the Company is reviewing its guidance reflecting changes in
foreing exchange currency and WTI quotes in the capital markets as well as
domestic market demand estimates for a positive growth, reflecting on its flight
network demand estimates.
Operating Fleet Guidance
2009E
Previous
2009E
Revised
Domestic Market Growth (% RPKs)
2 / 4
10 / 14
Passengers Transported (million)
28
28
ASKs. System (billion)
40.0
40.0
Domestic
35.0
35.0
International
5.0
5.0
Fleet (end of period)
108
108
RPK, System (billion)
24.5
25.3
Departures (000)
290
280
CASK ex-fuel (R$ cents)
9.3
9.2
Fuel litters consumed (billion)
1.30
1.30
Fuel Price (R$/ litter)
1.60
1.60
Average WTI (US$ / barrel)
63
60
Average Exchange Rate (R$/ US$)
2.09
2.00
Subsequent Events
Conclusion of Global Share Offering
On October 19, GOL announced the conclusion of its global share offering,
which resulted in the placement of 62.2 million common and preferred shares at
R$16.50 per share (US$9.48 per ADS), 38.0 million of which, totaling R$627.1
million, in the primary offering. The follow-on offering was entirely subscribed at
the same price per share and totaled R$85.5 million.
As a result, the preferred share free float (excluding those shares held by Board
members and executive officers) increased from 44.5% to 70.5%. In terms of
total capital, the free float climbed from 22.2% to 35.3%.
GOLs new cash position, which curently represents more than 20% of its net
revenue in the last 12 months, together with its competitive advantages, mean
that it is ideally positioned and structured to benefit from the growth of air
transport in Brazil and Latin America.
Ownership Breakdown before Global
Share Offering
Shareholders
Common
%
Preferred
%
Total
%
Fundo ASAS
114,197,142
85.7
59,795,617
52.4
173,992,759
76.2
Board and Directors
16
-
2,064,587
1.8
2,064,603
0.9
Treasury stocks
-
-
1,574,200
1.4
1,574,200
0.7
Free Float
-
-
50,762,751
44.5
50,762,751
22.2
Total
114,197,158
100
114,197,155
100
228,394,313
100
19
Ownership Breakdown after Global
Share Offering
Shareholders
Common
%
Preferred
%
Total
%
Fundo ASAS
133,199,642
100
35,610,617
26.7
168,810,259
63.4
Board and Directors
16
-
2,064,587
1.5
2,064,603
0.8
Treasury stocks
-
-
1,574,200
1.2
1,574,200
0.6
Free Float
-
- 93,950,251
70.5
93,950,251
35.3
Total
133,199,658
100
133,199,655
100
266,399,313
100
Organizational Restructuring
On November 3, GOL announced an organizational restructuring designed to
improve efficiency and ensure greater integration of its activities. The initiative
was a response to the Companys rapid growth in recent years and is aligned
with its strategic objectives.
The restructuring reduced the number of Vice-Presidencies to four: (i) Finance,
Strategy and Information Technology, headed by Leonardo Pereira; (ii) Market,
temporarily led by Constantino de Oliveira Júnior; (iii) Customers, Employees
and Management, headed by Ricardo Khauaja; and (iv) Technical, under the
command of Captain Fernando Rockert de Magalhães.
Due to the extinction or change in profile of certain areas, VPs Wilson Maciel
Ramos and Tarcísio Gargioni left the Company. Both executives are highly
competent professionals who have made an invaluable contribution to GOLs
growth, for which they deserve the Companys recognition and gratitude.
Glossary of Industry Terms
Aircraft Leasing: an agreement through which a company (the lessor), acquires a good chosen by its client
(the lessee) for subsequent rental to the latter for a determined period
Aircraft utilization: represents the average number of block hours operated per day per aircraft for the total
aircraft fleet.
Available seat kilometers (ASK): represents the aircraft seating capacity multiplied by the number of
kilometers the seats are flown.
Average stage length: represents the average number of kilometers flown per flight.
Block hours: refers to the elapsed time between an aircraft leaving an airport gate and arriving at an airport
gate
Breakeven load factor: the passenger load factor that will result in passenger revenues being equal to
operating expenses.
Charter: a flight operated by an airline outside its normal or regular operations.
Collars: the upper and lower interest limits for a securities issue with a floating interest rate.
EBIT: earnings before interest and taxes.
EBITDA: earnings before interest, taxes, depreciation and amortization.
EBITDAR: earnings before interest, taxes, depreciation, amortization and rent. Airlines normally present
EBITDAR, in addition to EBITDA, because aircraft leasing represents a significant operating expense of the
business.
IFRS (International Financial Reporting Standard): International Accounting Standards adopted by the
European Union countries as of December 31, 2005, and which will become mandatory for Brazilian
companies as of 2010.
Lessor: the party renting a property or other asset to another party, the lessee.
20
Load factor: represents the percentage of aircraft seating capacity that is actually utilized (calculated by
dividing RPK by ASK)
Long-haul: long-distance flights (in GOLs case, flights of more than four hours duration).
OCI (Other Comprehensive Income): OCI is different from net income and generally comprises
unrealized gains or losses from a variety of sources, including unrealized pension costs and gains or
losses from securities, derivatives, foreign exchange hedges and net foreign investments.
Net Revenue: total operating revenue less taxes and deductions.
Notional Volume: the face value or total value of an underlying asset controlled by a derivative instrument.
Operating cost per available seat kilometer (CASK) represents operating expenses divided by
available seat kilometers.
Operating cost per available seat kilometer ex-fuel (CASK ex-fuel): represents operating
cost divided by available seat kilometers excluding fuel expenses.
Operating revenue per available seat kilometer (RASK): represents operating revenues divided by
available seat kilometers.
Passenger revenue per available seat kilometer (RASK PAX): represents revenue per passenger divided
by available seat kilometers.
Payload: refers to the actual item being transported. It is accompanied by a docket identifying the sender and
the recipient, which is discarded on arrival.
PDP Facility (pre-delivery payment facility): credit for the prepayment of aircraft acquisitions.
QAV Mexican Gulf: refers to the cost of aviation fuel in Brazil, this is calculated using a formula based on
Mexican gulf fuel prices.
Revenue passengers: refers to the total number of passengers on board who have paid more than
25% of the full flight fare.
Revenue passenger kilometers (RPK): the sum performance the products of the number of paying
passengers on a given flight and the length of the flight.
Sale-leaseback: a financial transaction whereby one sells a resource and then rents it back for a long term,
enabling one to make use of the resource without owning it.
Slot: the right of an aircraft to take off or land at a given airport for a determined period of time.
Sub-lease: an arrangement whereby a lessor in a rent agreement leases the item rented to a
third party.
Wet-lease: a leasing agreement whereby an airline (lessor) provides an aircraft,
maintenance, insurance (ACMI) and a complete crew to another airline (lessor), which pays in
accordance with the number of hours flown.
WTI Barrel: stands for West Texas Intermediate the West Texas region is where U.S. oil exploration is
concentrated. Serves as a reference for the U.S. petroleum byproduct markets.
Yield per passenger kilometer: the average amount one passenger pays to fly one kilometer
21
Balance Sheet (R$ `000) IFRS Unaudited
3Q09
2Q09
4Q08
Assets
7,680,746
7,684,703
7,258,578
Current Assets
1,808,167
1,761,584
1,661,921
Cash and cash equivalents
162,341
183,744
169,330
Financial assets
483,806
416,783
245,585
Restricted cash
16,678
13,199
176,697
Trade and other receivables
553,165
533,912
344,927
Inventories of parts and supplies
195,156
231,213
200,514
Recoverable income taxes
66,420
66,543
110,767
Deposits
181,282
194,503
237,914
Prepaid expenses
95,893
108,243
123,801
Other current assets
53,426
13,444
52,386
Non-Current Assets
5,872,579
5,923,119
5,596,657
Property and equipment, net
3,141,799
3,096,436
2,998,756
Intangible Assets
1,225,073
1,211,942
1,210,320
Other Non-Current Assets
1,505,707
1,614,741
1,387,581
Prepaid Expenses
65,917
68,260
58,793
Deposits
726,200
717,932
507,428
Recoverable and deferred income taxes
687,683
748,160
729,784
Restricted cash
7,112
6,988
6,589
Other non-current assets
18,795
73,401
84,987
Liabilities and Shareholders` Equity
7,680,746
7,684,703
7,258,578
Current Liabilities
2,407,915
2,299,715
2,582,579
Short-term borrowings
895,804
871,433
967,452
Accounts payable
342,845
319,811
283,719
Salaries, wages and benefits
240,607
211,085
146,805
Current income taxes payables
26,191
36,162
39,605
Sales tax and landing fees
69,753
74,159
97,210
Advance ticket sales
538,581
486,425
572,573
Provisions
32,966
79,323
165,287
Smiles deferred revenue
136,631
126,401
90,043
Other current liabilities
124,537
94,916
219,885
Non-Current Liabilities
3,485,788
3,681,546
3,604,391
Long-term debt
2,148,654
2,325,757
2,438,881
Smiles deferred revenue
301,275
315,545
262,626
Deferred income taxes
761,839
718,304
548,680
Provisions
75,885
109,713
157,310
Other non-current liabilities
198,135
212,227
196,894
Shareholder's Equity
1,787,043
1,703,442
1,071,608
Issued share capital
1,454,149
1,454,149
1,250,618
Capital reserves
89,556
89,556
89,556
Treasury shares
(41,180)
(41,180)
(41,180)
Retained earnings (losses)
284,518
200,917
(227,386)
22
Income Statement (R$ `000) IFRS Unaudited
3Q09
3Q08
Chg.%
2Q09
Chg.%
9M09
9M08
Chg.%
Net operating revenues
1,496,657 1,788,271
-16.3% 1,394,040
7.4%
4,407,733
4,857,560
-9.3%
Passenger
1,268,513 1,610,313
-21.2% 1,246,451
1.8%
3,901,400
4,449,736
-12.3%
Cargo and Other
228,144 177,958
28.1% 147,589
54.6%
506,333
407,824
24.2%
Operating Costs and Expenses
(1,397,570) (1,684,715)
-17.0% (1,304,091)
7.2%
(4,113,606)
(5,000,071)
-17.7%
Salaries, wages and benefits
(278,015) (246,558)
12.8% (276,720)
0.5%
(801,165)
(734,898)
9.0%
Aircraft fuel
(485,372) (748,504)
-35.2% (429,796)
12.9%
(1,361,232)
(2,146,278)
-36.6%
Aircraft rent
(152,345) (124,300)
22.6% (136,409)
11.7%
(506,239)
(436,074)
16.1%
Aircraft insurance
(13,299) (11,030)
20.6% (13,030)
2.1%
(44,513)
(32,037)
38.9%
Sales and marketing
(101,824) (193,884)
-47.5% (86,571)
17.6%
(270,472)
(456,469)
-40.7%
Landing fees
(77,596) (86,095)
-9.9% (79,752)
-2.7%
(238,024)
(266,507)
-10.7%
Aircraft and traffic servicing
(100,669) (90,789)
10.9% (91,347)
10.2%
(278,399)
(317,716)
-12.4%
Maintenance materials and repairs
(69,508) (90,267)
-23.0% (75,801)
-8.3%
(268,918)
(233,003)
15.4%
Depreciation
(47,245) (25,879)
82.6% (32,465)
45.5%
(116,407)
(91,494)
27.2%
Others
(71,697) (67,409)
6.4% (82,200)
-12.8%
(228,237)
(285,595)
-20.1%
Operating Result (EBIT)
99,087
103,556
-4.3%
89,949
10.2%
294,127
(142,511)
-306.4%
EBIT Margin
6.6%
5.8%
+0.8 pp
6.5%
+0.2 pp
6.7%
-2.9%
+9.6pp
Other Income (expenses)
58,489
(556,260)
-110.5%
369,936
-84.2%
415,562
(404,610)
-202.7%
Interest expenses
(75,747) (60,584)
25.0% (57,694)
31.3%
(213,416)
(178,732)
19.4%
Capitalized Interest
2,674 6,850
-61.0% 1,111
-140.7%
5,198
21,094
-124.6%
Exchange variation gains (losses)
163,520 (482,349)
-133.9% 448,395
-63.5%
697,992
(255,587)
-373.1%
Interest Revenues
22,058 28,061
-21.4% 62,016
-64.4%
157,396
79,607
97.7%
Other expenses, net
(54,016) (48,238)
12.0% (83,892)
-35.6%
(231,608)
(70,992)
226.2%
Income (loss) before income taxes
157,576
(452,704)
-134.8%
459,885
-65.7%
709,689
(547,121)
-229.7%
Income taxes (expense) benefit
(79,691) (58,029)
37.3% (106,196)
-25.0%
(216,681)
(150,651)
43.8%
Net income (loss)
77,885 (510,733)
-115.2% 353,689
-78.0%
493,008
(697,772)
-170.7%
Net Margin
5.2%
-28.6%
+33.8 pp
25.4%
-20.2 pp
11.2%
-41.2%
+52.4pp
EBITDA
146,332 129,435
13.1% 122,414
19.5%
410,534
(51,017)
-904.7%
EBITDA Margin
9.8%
7.2%
+2.5 pp
8.8%
+1.0 pp
9.3%
-1.1%
+10.4pp
EBITDAR
298,677 253,735
17.7% 258,823
15.4%
916,773
385,057
138.1%
EBITDAR Margin
20.0%
14.2%
+5.8 pp
18.6%
+1.4 pp
20.8%
7.9%
+12.9pp
23
Cash Flow (R$'000) IFRS
3Q09
3Q08
Chg.%
Cash flows from operating activities
Net income (loss)
77,885
(510,733)
-115.2
Adjustments to reconcile net income (loss)
to net cash provided by operating activities:
Depreciation and amortization
47,245
25,879
82.6%
Share-based payments
1,033
1,215
-15.0%
Net foreign exchange fluctuations
(163,520)
482,349
-133.9%
Allowance for doubtful accounts
(3,670)
3,863
-195.0%
Smiles deferred revenue
(3,144)
62,685
-105.0%
Losses in fair value of derivative financial instruments
49,700
33,412
48.7%
Deferred income taxes
79,955
51,290
55.9%
Other non-monetary items
37,595
11,238
234.2%
Changes in operating assets and liabilities:
Provisions
(80,185)
(468)
nm
Trade and other receivables
(15,583)
(43,209)
-63.9%
Changes in inventories
36,057
(16,528)
-318.2%
Deposits
(11,485)
(15,435)
-25.6%
Prepaid expenses
14,693
(12,549)
-217.1%
Other assets
14,624
11,824
23.7%
Advance ticket sales
52,156
33,209
57.1%
Smiles deferred revenues
(896)
(105,504)
-99.2%
Accounts payable
23,034
92,843
-75.2%
Sales tax and landing fees
(4,406)
(6,375)
-30.9%
Income taxes
14,616
(15,939)
191.7 %
Other liabilities
73,757
5,175
nm
Net cash provided by (used in) operating activities
91,947
88,242
4.2%
Cash flows from investing activities
Investments in financial assets
(67,023)
20,814
-422.0%
Net investments in restricted cash
(3,603)
11,412
-131.6%
Payment of property, plant and equipment
(88,878)
(49,105)
81.0%
Payment of intangible assets
(22,097)
(3,216)
586.0%
Net cash used in investing activities
(181,601)
(20,095)
803.5%
Cash flows from financing activities
Net proceeds from / repayment of debt
114,252
51,327
122.6%
Repayments of finance leases
(46,000)
(40,597)
13.3%
Net cash provided by (used in) financing activities
68,252
10,730
536.1%
Net increase (decrease) in cash and cash equivalents
(21,402)
78,877
-127.1%
Cash and cash equivalents at beginning of the period
183,743
296,262
-38.0%
Cash and cash equivalents at end of the period
162,341
375,139
-56.7%
Supplemental disclosure of cash flow information:
Interest paid
15,390
151,657
-89.9%
Income tax paid
(143)
(3,116)
-95.4%
24
CONTACT:
Investor Relations
Leonardo Pereira Executive Vice President
Rodrigo Alves Head of IR
Phone.: (55 11) 2128-4700
E-mail: ri@golnaweb.com.br
Website: www.voegol.com.br/ir
Twitter : www.twitter.com/GOLInvest
Corporate Communications
Phone.: (55 11) 2128-4413
E-mail: comcorp@golnaweb.com.br
Twitter : www.twitter.com/GOLcomunicacao
Media Relations
Edelman (U.S and Europe):
M. Smith and N. Dean
Phone.: 1 (212) 704-8196 / 704-4484
meaghan.smith@edelman.com or
noelle.dean@edelman.com
Loans (R$MM)
3Q09
2Q09
Chg.%
4Q08
Chg.%
Short Term
895.8
871.4
2.8%
967.3
-7.4%
Reais
401.2
223.6
79.4%
68.3
485.7%
Working Capital
160.0
50.0
220.0%
50.0
220.0%
BNDES
14.4
14.2
1.6%
14.0
1.4%
BDMG
2.8
2.8
0.0%
2.6
9.1%
Debentures
220.8
153.3
nm
-
nm
Interest
3.3
3.4
-5.1%
1.7
92.8%
Foreign Currency
494.7
647.8
-23.6%
899.0
-45.0%
PDP Facility
340.5
489.7
-30.5%
697.7
-51.2%
IFC Loans
11.1
16.3
-31.7%
19.5
-42.9%
Financial Leasing
119.4
123.4
-3.3%
157.9
-24.3%
Interest
23.7
18.4
29.2%
23.9
-0.7%
Long Term
1,832.3
1,978.9
-7.4%
2,024.4
-9.5%
Reais
210.8
281.4
-25.1%
49.2
328.3%
BNDES
26.3
29.5
-10.9%
36.6
-28.2%
BDMG
10.8
11.4
-5.5%
12.6
-14.3%
Debentures
173.7
240.4
-27.7%
-
nm
Foreign Currency
1,621.5
1,697.6
-4.5%
1,975.2
-17.9%
IFC Loans
48.2
56.9
-15.4%
77.9
-38,2%
Financial Leasing
1,205.2
1,237.2
-2.6%
1,415.7
-14.9%
Senior Notes
368.1
403.4
-8.8%
481.6
-23.6%
Gross Debt
2,728.2
2,850.3
-4.3%
2,991.9
-8.8%
Perpetual Bonds
316.3
346.8
-8.8%
414.5
-23.7%
Gross Debt Including Perpetual Bonds
3,044.5 3,197.1
-4.8%
3,406.2
-10.6%
* Some calculations may not match due to rounding up or down.
About GOL Linhas Aéreas Inteligentes S.A.
GOL Linhas Aéreas Inteligentes S.A. (NYSE: GOL and Bovespa: GOLL4),
the largest low-cost and low-fare airline in Latin America, offers around
800 daily flights to 49 destinations that connect all the important cities in
Brazil and ten major destinations in South America and Caribbean. The
Company operates a young, modern fleet of Boeing 737 Next Generation
aircraft, the safest and most comfortable of its CLASS, with high aircraft
utilization and efficiency levels. Fully committed to seeking innovative
solutions through the use of cutting-edge technology, the Company - via its
GOL, VARIG, Gollog, SMILES and Voe Fácil brands - offers its clients
easy payment facilities, a wide range of complementary services and the
best cost-benefit ratio in the market.
This release contains forward-looking statements relating to the prospects of the
business, estimates for operating and financial results, and those related to growth
prospects of GOL. These are merely projections and, as such, are based exclusively on
the expectations of GOLs management concerning the future of the business and its
continued access to capital to fund the Companys business plan. Such forward-looking
statements depend, substantially, on changes in market conditions, government
regulations, competitive pressures, the performance of the Brazilian economy and the
industry, among other factors and risks disclosed in GOLs filed disclosure documents
and are, therefore, subject to change without prior notice.
SIGNATURE
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.
Date: November 09, 2009
GOL LINHAS AÉREAS INTELIGENTES S.A.
By:
/S/ Leonardo Porciúncula Gomes Pereira
Name: Leonardo Porciúncula Gomes Pereira
Title: Executive Vice-President and Chief
Financial Officer
FORWARD-LOOKING STATEMENTS
This press release may contain forward-looking statements. These statements are statements that are not
historical facts, and are based on management's current view and estimates offuture economic
circumstances, industry conditions, company performance and financial results. The words "anticipates",
"believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are
intended to identify forward-looking statements. Statements regarding the declaration or payment of
dividends, the implementation of principal operating and financing strategies and capital expenditure
plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or
results of operations are examples of forward-looking statements. Such statements reflect the current
views of management and are subject to a number of risks and uncertainties. There is no guarantee that
the expected events, trends or results will a ctually occur. The statements are based on many assumptions
and factors, including general economic and market conditions, industry conditions, and operating
factors. Any changes in such assumptions or factors could cause actual results to differ materially from
current expectations.