|ATLAS AIR WORLDWIDE HOLDINGS AND DHL FINALIZE STRATEGIC PARTNERSHIP AGREEMENT|
Wednesday, November 29, 2006 -- Atlas Air Worldwide Holdings, Inc. (AAWW) (Nasdaq: AAWW), a leading provider of global air cargo services, announced today that its subsidiary, Polar Air Cargo Worldwide, Inc. (Polar), has finalized the terms of its strategic partnership agreement with DHL, including the acquisition of a 49% equity interest in Polar by DHL, and a 20-year commercial arrangement, which includes blocked-space and related flight service support agreements, that will ensure DHL access to aircraft capacity in key global markets.
On November 28, the parties executed a stock purchase agreement and finalized key commercial agreements. Upon closing of the transaction, the remaining commercial agreements will be signed and DHL will acquire a 49% ownership interest, which includes a 25% voting interest, in Polar's scheduled-service business, in exchange for DHL's cash payment of $150 million, $75 million of which will be paid upon closing, and $75 million to be paid in two installments on January 15, 2008 and November 17, 2008, subject to certain acceleration provisions.
Under the terms of the 20-year commercial arrangement, DHL will have access to lift capacity through Polar's current fleet of six Boeing 747-400 Freighters, plus access to additional available ACMI aircraft from AAWW's subsidiary, Atlas Air, Inc. (Atlas). This agreement will provide the AAWW companies with a valuable, long-term customer and potential revenue stream in excess of $3.5 billion over the full term of the agreement. The transaction is expected to close in the first quarter of 2007, subject to the receipt of all applicable regulatory and other third-party approvals.
William J. Flynn, President and CEO of AAWW, said, “We are pleased to have finalized the terms of our strategic partnership with DHL on schedule. We continue to make excellent progress implementing our strategy to deliver the greatest possible value to customers and shareholders. Our partnership with express market leader DHL will reinforce our leadership position as an outsource provider of air cargo services, and will greatly enhance the value of our Company.”
About Atlas Air Worldwide Holdings, Inc.:
AAWW is the parent company of Atlas and Polar, which together operate the world's largest fleet of Boeing 747 freighter aircraft.
AAWW, through Atlas and Polar, offers scheduled air cargo service, cargo charters, military charters, and ACMI aircraft leasing in which customers receive a dedicated aircraft, crew, maintenance and insurance on a long-term lease basis.
AAWW's press releases, SEC filings and other information may be accessed through the Company's home page, www.atlasair.com.
This release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 that reflect AAWW's current views with respect to certain current and future events and financial performance. Such forward-looking statements are and will be, as the case may be, subject to many risks, uncertainties and factors relating to the operations and business environments of AAWW and its subsidiaries (collectively, the “companies”) that may cause the actual results of the companies to be materially different from any future results, express or implied, in such forward-looking statements.
Factors that could cause actual results to differ materially from these forward-looking statements include, but are not limited to, the following: the ability of the companies to operate pursuant to the terms of their financing facilities; the ability of the companies to obtain and maintain normal terms with vendors and service providers; the companies' ability to maintain contracts that are critical to their operations; the ability of the companies to fund and execute their business plan; the ability of the companies to attract, motivate and/or retain key executives and associates; the ability of the companies to attract and retain customers; the continued availability of our wide-body aircraft; demand for cargo services in the markets in which the companies operate; economic conditions; the effects of any hostilities or act of war (in the Middle East or elsewhere) or any terrorist attack; labor costs and relations; financing costs; the cost and availability of war risk insurance; our continued ability to remedy weaknesses in our internal controls over financial reporting; aviation fuel costs; security-related costs; competitive pressures on pricing (especially from lower-cost competitors); volatility in the international currency markets; weather conditions; government legislation and regulation; consumer perceptions of the companies' products and services; pending and future litigation; and other risks and uncertainties set forth from time to time in AAWW's reports to the United States Securities and Exchange Commission.
For additional information, we refer you to the risk factors set forth under the heading “Risk Factors” in the Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 9, 2006. Other factors and assumptions not identified above are also involved in the preparation of forward-looking statements, and the failure of such other factors and assumptions to be realized may also cause actual results to differ materially from those discussed.
AAWW assumes no obligation to update such statements contained in this release to reflect actual results, changes in assumptions or changes in other factors affecting such estimates other than as required by law.