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Babcock & Brown Air Limited (NYSE:FLY)

Q4 2008 Earnings Call Transcript

March 5, 2009 9:00 am ET

Executives

Matt Dallas – IR Manager

Colm Barrington – CEO

Steve Zissis – Chairman

Gary Dales – CFO

Analysts

Malcom Day – Eagle Global Advisors

Philman [ph] – Right Wall Capital

Lawson [ph] – Banc of America Securities-Merrill Lynch

Daniel McKenzie

Operator

Good morning. My name is Samicha [ph] and I’ll be your conference operator today. At this time, I would like to welcome everyone to the Babcock & Brown Air fourth quarter 2008 earnings conference call. (Operator instructions) Thank you. Mr. Dallas, you may begin your conference.

Matt Dallas

Good morning everyone. I’m Matt Dallas, the Investor Relations Manager with Babcock & Brown Air Limited, and I would also like to welcome everyone to our 2008 fourth quarter and full year earnings conference call. Babcock & Brown Air, which we will refer to as B&B Air or the Company throughout this call, issued its fourth quarter results press release earlier today which is posted on the Company’s website at www.babcockbrownair.com.

Representing the Company on this call today will be Steve Zissis, our Chairman, Colm Barrington, our Chief Executive Officer, and Gary Dales, our Chief Financial Officer.

I would like to begin the call by reading the following Safe Harbor statement. This conference call contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

Forward-looking statements include but are not limited to statements regarding the outlook for the Company’s future business and financial performance. Forward-looking statements are based on current expectation and assumptions of B&B Air’s management which are subject to uncertainties, risks and changes in circumstances that are difficult to predict.

Actual outcomes and results may differ materially due to factors that are summarized in the earnings release and are described more fully in the Company’s filings with the SEC. Please refer to these sources for additional information. B&B Air expressly disclaims any obligation to update or revise any of these forward-looking statements whether because of future events, new information, a change in its views or expectations, or otherwise.

This call is the property of B&B Air and cannot be distributed or broadcast in any form without the express written consent of the Company. A replay of this call is available from today, Thursday, March 5, until midnight Thursday, March 19, 2009. A webcast of this call will be archived for one year on the Company’s website.

I will now hand the call over to our Chief Executive Officer, Colm Barrington.

Colm Barrington

Thank you, Matt, and thank you everyone for joining us on our fourth quarter and full year 2008 earnings call.

As B&B Air has entered 2009 in a sound financial position after successful first year as a public Company, operationally, we increased our fleet from 52 aircraft at the end of 2007 to 62 aircraft at the end of 2008, having added 12 new aircraft and sold 2 aircraft during the year.

We did not acquire any aircraft in the December quarter preferring to assess potentially better opportunities as market conditions evolve. Our fleet of 62 aircraft comprise mainly of modern, widely used fuel efficient narrow-bodied types with all the four being narrow-bodies and 46 of the total the Airbus A320 family and a Boeing 737 New Generation aircraft. Through a combination of our new acquisitions and disposal of older aircraft, we have achieved an average fleet age of 6.4 years at the end of the year.

The sale of the 2 aircraft in 2008, one in the September quarter and one in the December quarter reached prices that were in excess of our book values and were also cash Genesis after (inaudible) approximately $25 million.

B&B Air’s portfolio of 36 lessees in 19 countries was not immune to the negative industry factors that we have experienced during 2008. Despite that, our fleet had 97% utilization factor during the year.

Two of our lessees defaulted during the year causing us to repossess the total of 5 aircraft. All the repossessions were completed relatively smoothly, and at year end we had re-leased 3 of these aircraft, all at rentals that exceeded the original rental rate, and had entered into new leases for the fourth delivery schedule in the current quarter.

Since year end, we have signed a letter of intent to lease the fifth and final aircraft and expect to deliver it to its new lessee in April. In aggregate, the lease rental – the re-lease rentals for these 5 aircraft are 15% higher than the previous rentals.

In February, we entered into a settled agreement with the guarantee – with the guarantor of the lessees 4 of the aircraft that were reposed in 2008 and of which we have already received $6.3 million and will receive an additional $5.9 million plus interest over the next 36 months.

At year end, our receivable balance was $4.1 million, compared to the $5.1 million balance at the end of September 2008. With the weakness in the overall industry, we will continue to actively monitor and respond appropriate to our lessees’ performance during the coming year.

We have 3 scheduled lease returns in 2009. We are in discussions with airlines regarding the lease of these aircraft and are reasonably confident that we will complete new leases on attractive terms and downtime.

At the end of 2008, our average remaining lease term weighted by aircraft net book value was 5.5 years. In 2010, we have 5 scheduled remarketing remaining. At December 31, 2008, our annualized contracted lease rentals were $226 million.

Financially, B&B Air is reporting solid year with 2008 net income of $48.1 million and earnings per share of $1.44. For the year, our Available Cash Flow, which we refer to as ACF was $139.2 million or $4.15 per share, a reconciliation of ACF to net income is available in today’s earnings release.

For the year, we paid total dividend of $1.70 per share, representing 41% of ACF. As you are aware, we reduced our fourth quarter dividend $0.20 per share as a result of the general deterioration of economic and industry conditions and the opportunities for the share and debt repurchases that these conditions provide.

Although, our Board considered the dividend on a quarterly basis, we believe that our cash flows come to support the payment of the dividend at the current level. During the year, the Company returned a total of $73.7 million to shareholders’ through a combination of dividends and the repurchase of shares. This amount returned to shareholders’ compares very favorably with the Company’s current market capitalization.

During the course of 2008, we increased our unrestricted cash to $56.8 million and further increased this amount during the first two months of 2009. Last June, our Board of Directors authorized $30 million share repurchase program through June 2009 and subsequently extended the remaining $23.4 million of this program through June 2010.

We continue to believe that our share price represents a significant discount of the net asset value of the Company, and that we could increase shareholder value by repurchasing our shares at current prices. To date, the Company has repurchased 1.1 million for an aggregate amount of $6.6 million, representing approximately 3% of our shares.

We expect to continue the program, although the timing of repurchases will depend on a variety of factors including market conditions and may be suspended or stopped. We continue to be disappointed with the continuing negative perception by the equity markets of B&B Air in our peers and the impact that this had on our share price. However, B&B Air continues to have significant inherent value.

We have a young and attractive lease. We have a broad base of lessees, generating attractive rentals. We have a strong and experienced management team that has managed aircraft and leases through several cycles. We have attractive financing with no significant principle repayment due until the end of 2012.

We have no future capital commitments. We are generating strong cash flow and are increasing our unrestricted cash. And perhaps more importantly, we have opportunities to deploy our unrestricted cash on attractive investments in the Company’s shares and debt.

We can assure our shareholders’ that Babcock & Brown Air’s senior management team, all of whom are shareholder’s in the Company are strongly focused on an incentivized maximize shareholder value to the greatest extent possible. We believe and expect that these efforts will endure the benefits of our shareholders’ over time.

I’ll now hand you over to Steve Zissis, our Chairman and CEO of Babcock & Brown Aircraft Management to give you some thoughts on industry conditions, Steve?

Steve Zissis

Thank you, Colm. Industry conditions continued to deteriorate during the fourth quarter and remain challenging. Airlines remain cautious about adding capacity and are waiting longer before making any decisions.

As you all know, 2008 was a difficult year for the airline industry. IATA is predicting that the world airlines will lose a total of $8 billion in the period. In the first part of the year, airlines were hit by unprecedented volatility, peaks in fuel prices. In the fourth quarter, they experienced softer traffic, which was reflected in lower load factors and yields.

For example, in 2009, IATA expects passenger traffic to be down 5% worldwide, compared to previous years. The recess market environment is making it difficult to deliver aircraft even when we have signed commitments from the airlines. For example, on our last call, I mentioned that we had agreed to transition 3 aircraft from the Indian Airlines as part of a mutually agreed early return program.

We identified a Russian airline (inaudible) agreement on the same aircraft. But the airline did not perform under the agreement and the aircraft were not transitioned to the new lessee. The aircraft remained on lease with the Indian carrier, but this demonstrates the headwinds we are facing during the current environment.

In spite this weakness, we have no repossessions in the fourth quarter or year to date of neither re-leased nor entered into letters of intent in all 5 aircraft reposed in 2008. As I stated during the last call, looking forward, we have 3 aircraft rescheduled to be remarketed in 2009 and 5 aircraft in 2010 and we expect re-lease rental to be approximately at the current level in the agreements.

Overall, we continue to focus on maximizing shareholder value. This includes selling aircraft opportunistically, buying back our shares and debt and buying aircraft that enhance shareholder value.

I’ll now turn over the call to Gary Dale, who’ll provide a review of the fourth quarter financials.

Gary Dales

Thank you, Colm and Steve. As Colm mentioned, 2008 was our first year as a public Company. The fourth quarter of 2008 was another successful quarter from a financial standpoint.

Net income was $9.4 million or $0.28 per share, an increase of $5 million and $0.15 per share as compared to the same period in the previous year.

Total revenues for the fourth quarter of 2008 were $60.7 million, an increase of $27 million or 82% over total revenue reported in the fourth quarter of 2007, reflecting the increase in the size of our portfolio. Also included in fourth quarter 2008 revenue is a net gain of $6.5 million associated with the sale of one A320 aircraft and $500,000 of interest and other income.

In the fourth quarter of 2007, interest and other income totaled $4.9 million and reflected interest earned on the proceeds of our IPO and securitization. Total expenses for the fourth quarter of 2008 were $49.9 million, an increase of $22 million over the fourth quarter of 2007 and consist of depreciation expense of $20.2 million, interest expense of $22.6 million, selling, general and administrative expenses of $5.3 million and maintenance and other costs of $1.9 million.

Interest expense for the fourth quarter of 2008 of $22.6 million was $8 million were 54% greater than the fourth quarter of 2007 and reflects increased borrowing under the aircraft acquisition facility and the write-off of debt issue cost and unamortized discount associated with the securitization, debt retire in connection with the sale of the 2 aircraft.

Selling, general and administrative expenses were $5.3 million in the fourth quarter of 2008, an increase of $1 million or 24% over the fourth quarter of 2007, reflecting the servicing cost associated with acquired aircraft.

Fourth quarter 2008 Selling, general and administrative expenses represent 8.7% of total revenue as compared to 12.7% in the fourth quarter of 2007.

Maintenance and other costs were $1.9 million for the fourth quarter and consist primarily of repair, maintenance and insurance of aircraft off lease.

Our provision for income taxes for the fourth quarter of 2008 is $1.4 million representing an effective rate of 13.3%. The effective tax rate for the fourth quarter of 2007 was 23.1%. For the full year 2008, our provision for income tax was $6.9 million and includes benefits associated with foreign taxes paid in prior year. The effective tax rate for the full year of 2008 was 12.5%.

Our dividend in respect of the fourth quarter 2008 was $0.20 per share and was paid on February 20, 2009. As compared to the third quarter, the fourth quarter 2008 results include the negative impact of an accounting change relating to certain less or contributions to make. These costs were previously capitalized when occurred and depreciated over the period until the next maintenance event.

These costs are now treated as lease incentives and amortized over the lease term as the reduction in lease revenue. The impact of this change totaled $2.3 million or $0.06 per share in 2008. In addition, in the third quarter we recognized end of lease income of approximately $4 million as compared to $521,000 in the fourth quarter of 2008.

As Colm mentioned, we have increased our unrestricted cash and cash equivalent balance from $15.6 million a year ago to $56.8 million at December 31, 2008. This is unencumbered cash that can be used to preserve the initiatives as Colm and Steve discussed.

At February 28, 2009, the unrestricted cash balance – cash and cash equivalent balance has grown to $72 million. Let me spend a minute on receivables even though they make up only two-tenths of a percent of total asset on the balance sheet.

The receivable balance at December 31, 2008 is $4.1 million of which $1.6 million has been subsequently collected. The balance was supported by security deposits or letters of credit. The debt outstanding at December 31, 2008 totaled $1.4 billion and has been drawn under new facilities, our securitization and our air acquisition facility.

Principle payments on the securitization do not begin until August 2010. We do not have any commitments in the form of pre-deliver payments, aircraft purchases or other requirements that will increase the obligations outstanding under either of these facilities.

ACF was $35.9 million for the fourth quarter of 2008, compared to $14.8 million for the same period in the previous year. On a per share basis, ACF was $1.07 in the fourth quarter of 2008, compared to $0.44 in the fourth quarter of 2007.

For the full year 2008, ACF was $139.2 million or $4.15 per share. The gain on sale of our aircraft along with growth of our portfolio contributed positively to our ACF. Our change in accounting for lease incentives has no impact on ACF.

We define ACF of net income, plus depreciation, amortization of lease incentives and debt issue costs and deferred income tax, all non-cash charges. We believe that ACF provides a meaningful measure of B&B Air’s capacity to reinvest in our business and to execute other initiatives to create shareholder values.

However, actual cash available for distribution may differ from our ACF measure because of other cash expenses that are not reflected in that income. You will find the reconciliation of ACF to net income, the most directly comparable to GAAP measure at the end of our press release issued this morning.

With that, I’ll return it back to Colm for his closing remarks.

Colm Barrington

Thank you, Gary, and thank you everyone for joining us today. We appreciate the support we have received from many people during 2008 especially the support from the BBAM management team and certainly tough out there, very difficult market condition. But we continue to do our best to add to shareholder value. We hope that you would see the results of these efforts during the course of 2009. We are ready to take your questions.

Question-and-Answer Session

Operator

(Operator instructions) Your first question comes from the line of Malcom Day from Eagle Global Advisors.

Malcom Day – Eagle Global Advisors

Yes. In your introductory remarks you mentioned that you are disappointed with your share price performance. I was wondering if you could elaborate on what you anticipated the share performance would be when you decided to cut your dividend by 60%.

Colm Barrington

Malcom, this is Colm. I don’t think you can directly relate share price to the dividend cuts. If you look at the peer group I think all the market has fallen or the peer group has fallen over the last few months. So, I don’t think we can relate the share price to the dividend cut.

Malcom Day – Eagle Global Advisors

Well, I think your security is down 50% Genesis Lease is down 20% that’s your major distribution dividend cut announcement. So, I think that is pretty clear distinction in terms of the effects of your dividend cut? Well, in any case, what did you anticipate the affect would be on our share price and were expecting that a security that you marketed as income investment that, that would be something that investors would think was a good thing that you as management team don’t have enough confidence to continue paying your stated dividend?

Colm Barrington

No. I think this was mark of our confidence in the Company and in the shares and in our efforts to enhance shareholder value, we reckon it was a better way to do it by buying back shares rather than continuing to pay dividend at the level which we had previously paid.

Operator

(Operator instructions) Your next question comes from the line of Philman [ph] from Right Wall Capital

Philman – Right Wall Capital

Hi, gentlemen. Thanks for taking my question. A quick calculation I made was that book value at the end of 2007, looks like it was around $15 and today book value is around $12 in year end 2008. Can you talk about the decline in book value? How that occurs when you are buying back stock I think below book value per share and you have positive earnings, positive cash flow for the year? Can you just walk through that accounting and the math on that? And then also have a follow up question, what – where do you see CNAV per share going over the year or two?

Gary Dales

Phil, this Gary and I can respond to your question to the decline in book value. Principle reason for the decline in the book value is our mark on the interest rate swap that we have. As interest rates just kept falling, the fair value of that interest rate swap has increased in a liability position. Because it is the hedge for us and triggers a hedge for accounting purposes, the change in market value and if you see it’s at $113 million at the end of 2008, which I think is an increase of about $95 million from where it was at the end of 97, goes through the equity section and not through income. So, that’s the predominant reason for the decrease in book value of the shares. You are right; we did generate positive income, paid out slightly more in dividend than our income which also tends to –

Philman – Right Wall Capital

Yes.

Gary Dales

But the biggest part is that share value on the interest rate swap.

Philman – Right Wall Capital

So, interest rates rose – in the future that would reverse itself?

Gary Dales

Yes, it would. And it also reveres naturally over time as we receive the benefit of those fixed interest payments on that – on our securitization debt.

Philman – Right Wall Capital

Okay. And so – and can you – is book value a meaningful – in your view a meaningful way to look at this Company? Is that an important measure?

Gary Dales

I think it’s one of many – on the (inaudible) I don’t think it’s the most important. I mean the most important thing is cash generation which the Company is producing, which is allowing us to continue to pay dividend and to execute other initiatives including share and debt buyback and to acquire additional aircraft if we see the right conditions in the market going forward.

Philman – Right Wall Capital

And how do you – what’s the interest rate on your – I’m sorry to keep asking questions, but while I have you. But what’s the current market rate on debt outstanding that you are buying back?

Gary Dales

Well, we haven’t bought any debt back yet, Bill. But the debt amount – and the market – the interest rate on the securitization and hedged in with margin is somewhere between 5% and 6% – between 5.5% and 6%. The fixed rate we pay on the securitized assets, carries again [ph].

Philman – Right Wall Capital

Right. But I assume you wouldn’t buyback that debt at that rate, right? That seems like relatively an expensive funding. I mean you rather buy shares than that, right?

Gary Dales

Depends on the price you bought the debt back Bill.

Philman – Right Wall Capital

Yes. I understand. But assuming par, let’s par is 5% or 6%, I can’t imagine you would buy that back when you buy back your stock with a much higher yield on it, right?

Gary Dales

That’s right. Exactly.

Philman – Right Wall Capital

Okay. Thank you very much for answering the questions.

Gary Dales

Okay.

Operator

Your next question comes from the line of Mike Linenberg from Banc of America Securities-Merrill Lynch.

Lawson – Banc of America Securities-Merrill Lynch

This is actually Lawson [ph] on behalf of Mike. I guess this a question more for Gary. Gary, can you talk about the accounting change that you had on your leased revenue line. I think it mostly relates to the, you know, depreciating the million [ph] over the course of the lease?

Gary Dales

Well, it really relates to when we have a remarking event and we transfer a lease to a new lessee. In the industry and in general practice, the arrangement is that if you transfer the aircraft to a new lessee and it has some time on the engines parts, you share the cost that, the maintenance of that one occurs with the lessee. They only use it for a part of time. Historically, we have encountered through that as maintenance and capitalized cost when incurred and depreciated over a period of time that’s appropriate. The interpretation today is that, that is a lease incentive and as a result we hold that charge forward and amortize it against revenues as reduction of lease revenue.

Lawson – Banc of America Securities-Merrill Lynch

Okay. And is this something we should think about going forward continuing for this year or –?

Gary Dales

Yes. It’s something that will impact our results from this day forward. So, now we’ll have the amortization of those costs in our results over the next period's leases or selling it back. Over time, we are going to have less depreciation expense and so eventually you are going to get to an equilibrium of where the net income will not have any impact because it will have lower revenues as a result of the – that’s the lease incentives but it will also have less depreciation.

Lawson – Banc of America Securities-Merrill Lynch

I see. Okay, that’s helpful, Gary. Thanks. And my next question is regarding your – I guess your interest expense line. You know, if I kind of take a look at it sequentially and looks like it may be increased about $1.1 million versus the third quarter of ’08? And you guys didn’t take any delivery of any new aircraft and actually have sold down debt and I guess you have the debt associated with them? You know, is it going to be paid interest on – can you just talk about why there was kind of this step up quarter over quarter?

Gary Dales

Right. Well, the principle reason is that some of the aircraft we acquired in the second quarter are now outstanding for the full quarter, so the interest charge on that is in place for the entire fourth quarter, partially offsetting that with the lack of interest on planes that we sold. And we sold the one half-way through the fourth quarter. But the biggest reason for the increase in interest expense in the fourth quarter is when we repaid the debt that was associated with the 2 aircraft we sold, we wrote-off the debt issue cost and the debt discount that we had in the period. So, that was – I think it was around $650,000 during the quarter which is additional interest expense.

Lawson – Banc of America Securities-Merrill Lynch

Okay. And that’s kind of a one off for those two particular aircraft, is that correct?

Gary Dales

That’s correct.

Lawson – Banc of America Securities-Merrill Lynch

All right, thank you very much guys.

Operator

Your next question comes from the line of Daniel McKenzie, Independent Analyst.

Daniel McKenzie

Yes. Hi, good morning. Thanks. Steve, for purposes of internal planning, how are you thinking about asset values a year from now and how does that impact your need to buyback debt in 2009?

Steve Zissis

Steve – sorry, asset values, we really aren’t making any predictions about asset values going forward in 2009, Dan. I don’t quite understand the second part of the question though.

Daniel McKenzie

So, I guess if aircraft leased rates are coming under pressure, you know, asset values would presumably be coming under that pressure. And so, therefore, I would – I guess I’m just wondering how you are thinking about the debt capitalization of the Company relative to asset values that might be coming under pressure?

Steve Zissis

Well, we have no covenant in our securitization that we need to be concerned about in terms of asset values. The only default condition in the securitization is mainly to the interest (inaudible) first – though that’s not an issue for us frankly. And as you know the Company was relatively low leverage starting off. So, we actually are not concerned about it.

Daniel McKenzie

Understood. Okay. And then wonder if you can talk a little about what’s happening at the BBAM level with respect to ongoing issues at that parent, potentially a new partner for BBAM?

Steve Zissis

This is Steve. I’ll take that question, Daniel. As you know our parent company in Australia is currently restructured their bank facilities with their vendors in Australia. And part of that restructuring they have announced that they will be selling Babcock & Brown Aircraft management and that process will probably take 6 months to 12 months. We are in discussions with a few investors, and obviously the goal of BBAM and the management team is the transition in all our management agreements and assets that we own and to keep the continuity of the management in place as we go along. We don’t expect this to have any adverse affect on BB Air. We’ll pick up some management time obviously, but hopefully we will have this done before year end.

Daniel McKenzie

Understood. And then Colm, in the past you talked about M&A, and I’m just wondering if you can help us understand a little bit about how the service arrangements would work as each aircraft leasing company has its own exclusive contract with the servicer. Wonder if there is any perspective that you can provide how might work in the context of M&A?

Colm Barrington

Well, I think any deal in M&A if it came about would be different from another one. So, you have to look at each situation as it rose because each company that you might be looking at or talking to has its own individual servicing arrangements. So, obviously we don’t – we wouldn’t be able to comment on that unless we knew what transaction might be there.

Daniel McKenzie

Understood. And then just one final question here. Colm, I guess just for purposes of clarification, it sounded like you are pretty fluid here, the quarterly $0.20 dividend in spite of all the, you know, the macro headwinds that we are facing right now. Is that a fair sort of characterization looking ahead?

Colm Barrington

Well, all I can say is that $0.20 dividend in the last quarter represented less than 20% of our ACS. So, we are not stretching the Company to pay that $0.20 as of now.

Daniel McKenzie

Okay. Great. Thanks a lot. Appreciate your time.

Operator

There are no further questions at this time. I would like to turn the call over Mr. Barrington.

Colm Barrington

Matt, do you want to sign off here? Okay. We’ll turn off here. We would like to conclude the call at this point. Thanks everyone for joining us and we look forward to updating you all on our business again soon. Thank you very much indeed.

Operator

This concludes today’s conference call. You may now disconnect.

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