Transat A.T. Inc. - Results for first quarter of 2021

Operations suspended and results continuing to reflect the impact of the pandemic
EU approval, financing and recovery plan are the priorities

For the first quarter:

• Revenues of $41.9 million
• Adjusted operating loss¹ of $53.6 million (operating loss of $98.0 million)
• Adjusted net loss³ of $109.0 million (net loss attributable to shareholders of $60.5 million)

Financial position:

• Cash and cash equivalents amounted to $302.8 million as at January 31
• Extension of the $250.0 million short-term credit facility to June 30
• Active efforts under way to secure long-term financing to cover needs of at least $500 million, in the absence of a transaction

Transaction with Air Canada:

• On December 15, 2020, a strong majority of shareholders voted in favour of the proposed arrangement ["the Arrangement"]
• On February 11, 2021, the Canadian government approved the Arrangement
• European Commission decision expected in the first half of 2021
• The outside date of February 15, 2021 for the closing of the Arrangement has now passed
• The revised arrangement agreement of October 9, 2020 [the "Arrangement Agreement"] remains in force; each party may terminate the agreement at any time in accordance with the stipulated terms

MONTREAL, March 11, 2021 /CNW Telbec/ - Transat A.T. Inc., one of the largest integrated tourism companies in the world and Canada's holiday travel leader, announces its results for the first quarter ended January 31, 2021.

"These results are for a quarter where it was once again impossible to operate our business in a sustainable manner. With the arrival of vaccines, we're now preparing ourselves for a resumption of operations in the summer and particularly next winter. Our priority for the current quarter, while continuing to work on obtaining EU approval, is to secure financing, finalize our recovery plan and review all our options in the event the transaction with Air Canada will not take place," stated Jean-Marc Eustache, President and Chief Executive Officer of Transat.

The global air transportation and tourism industry has faced a collapse in traffic and demand. Travel restrictions, uncertainty about when borders will reopen, both in Canada and at certain destinations the Corporation flies to, the imposition of quarantine measures and testing requirements both in Canada and other countries, as well as concerns related to the pandemic and its economic impacts are creating significant demand uncertainty, at least for fiscal 2021. For the first half of winter 2021, the Corporation rolled out a reduced winter program. On January 29, 2021, following the Canadian government's request to not travel to Mexico and the Caribbean, and the introduction of new quarantine measures and COVID-19 testing requirements, the Corporation announced the complete suspension of all its regular flights and the repatriation of its clients to Canada. The Corporation currently expects to resume its operations during the high summer season, that is, around mid-June. The Corporation cannot predict all the impacts of COVID-19 on its operations and results, or precisely when the situation will improve. The Corporation has implemented a series of operational, commercial and financial measures, including cost reduction, aimed at preserving its cash. The Corporation is monitoring the situation daily to adjust these measures as it evolves. However, until the Corporation is able to resume operations at a sufficient level, the COVID-19 pandemic will have significant negative impacts on its revenues, cash flows from operations and operating results. While the availability of a vaccine makes it possible to hope for the resumption of operations at a certain level during 2021, the Corporation does not expect such level to reach the pre-pandemic level before 2023, in the best case scenario.

Preserving cash is a priority for the Corporation; with respect to the COVID-19 pandemic, the Corporation has taken the actions discussed in the Overview section of the MD&A included in the 2020 Annual Report. Other opportunities are being evaluated to achieve this objective and the following additional actions in response to the COVID-19 pandemic were taken during the first quarter of 2021:

• During the quarter ended January 31, 2021, two Airbus A330s and one Boeing 737-800 were returned to lessors early.
• The Corporation continuously adjusts its flight program as the situation evolves. Before the suspension of its airline operations on January 29, 2021, the Corporation offered a reduced winter program of international flights departing from Montréal, Toronto and Québec City.
• The Corporation is negotiating with its suppliers, including aircraft lessors to benefit from cost reductions and changes in payment terms, and is continuing to implement measures to reduce expenses and investments.
• The Corporation is continuing to make use of the Canada Emergency Wage Subsidy ["CEWS"] for its Canadian workforce, which enabled it to finance part of the salaries of its staff still at work and to propose employees temporarily laid off to receive a part of their salary equivalent to the amount of the grant received, with no work required.
• On February 17, 2021, the Corporation amended its $250.0 million subordinated short-term credit facility for operating purposes with Export Development Canada and National Bank of Canada as the main arranger. This credit facility may be drawn down in tranches at any moment prior to May 31, 2021, subject to certain pre-requisites and borrowing requirements. These conditions include certain requirements relating to unrestricted cash before and after a drawdown on the facility. The subordinated short-term credit facility will mature at the earliest date between June 30, 2021 and the closing of the Arrangement with Air Canada.
• The Corporation is actively continuing its efforts to obtain additional long-term financing covering, in the absence of a transaction, needs of at least $500.0 million, including under the Large Employer Emergency Financing Facility ["LEEFF"].
• As at January 31, 2021, cash and cash equivalents amounted to $302.8 million.

First-quarter highlights

Since mid-March of 2020, restrictions on international travel and government-imposed quarantine measures have made travel sales very difficult. Demand remained very weak due to the COVID-19 pandemic with the Corporation's capacity representing a fraction of the 2020 first quarter level. As a result, the Corporation recognized revenues of $41.9 million during the quarter, a decrease of $650.9 million (93.9%) compared with 2020.

Operations generated an operating loss of $98.0 million compared with operating income of $25.1 million in 2020, a deterioration of $73.0 million. The significant decline in operating results was attributable to the significant reduction in capacity deployed due to the COVID-19 pandemic. Despite the cost reduction measures implemented to deal with the COVID-19 pandemic, the Corporation had to maintain certain fixed costs; as a result, the fall in revenues was more pronounced than the decrease in operating expenses. Transat reported an adjusted operating loss¹ of $53.6 million compared with adjusted operating income¹ of $27.4 million in 2020, a deterioration of $81.0 million. Net loss attributable to shareholders amounted to $60.5 million or $1.60 per share compared with $33.8 million or $0.90 per share for the corresponding quarter of last year. Excluding non-operating items, Transat reported an adjusted net loss³ of $109.0 million ($2.89 per share) for the first quarter of 2021, compared with $20.3 million ($0.54 per share) in 2020. 

Financial position

As at January 31, 2021, cash and cash equivalents totalled $302.8 million compared with $682.2 million as at January 31, 2020. This decrease was mainly attributable to a significant decrease in profitability, partially offset by the $50.0 million drawdown on the revolving credit facility agreement.

The working capital ratio was 0.77, compared with 1.04 as at January 31, 2020. This change resulted primarily from the decrease in cash and cash equivalents and cash and cash equivalents in trust or otherwise reserved.

Deposits from customers for future travel amounted to $573.6 million, compared with $809.1 million as at January 31, 2020, a decrease of $235.5 million.

As a result of this sudden, unpredictable and unprecedented health crisis and the resulting travel restrictions, the Corporation decided, like other Canadian carriers, to issue travel credits for cancelled trips. This exposes the Corporation to litigation and enforcement measures by legislative and regulatory authorities, including class action suits, which the Corporation intends to contest in good faith and with good reason. Customer deposits as at January 31, 2021 included these travel credits amounting to $519.1 million, 44% of which was placed in trust, with the difference representing deposits made directly with Air Transat or foreign subsidiaries.

Off-balance-sheet agreements, excluding contracts with service providers, stood at $752.8 million as at January 31, 2021. This amount was mainly composed of commitments to take delivery of the ten A321neos undelivered as at that date.

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

As at January 31, 2021, there exists material uncertainty that may cast significant doubt on the Corporation's ability to continue as a going concern. Should the transaction with Air Canada not be completed, the Corporation will have to put in place overall financing totalling at least $500.0 million in 2021 to ensure continuity of operations. Management is actively seeking to secure financing that would be required before the maturity of its subordinated short-term credit facility (currently, the maturity date is June 30, 2021) and is continuing discussions with potential lenders, including federal and provincial government authorities. Such financing could be obtained through an application for the LEEFF or through any government assistance program, including sector-specific assistance that could include loans and possibly other types of support announced by the Minister of Transport of Canada. Note 2 to the consolidated financial statements contains more details on this issue. 

Outlook

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

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

Consequently, for now the Corporation is not providing an outlook for the second quarter or summer 2021.

Discussions relating to the sale of the Corporation

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

At the special meeting of shareholders held on December 15, 2020, a strong majority of shareholders voted in favour of the special resolution approving the Arrangement under the terms of the Arrangement Agreement. On December 18, 2020, the Superior Court of Québec issued a final order approving the Arrangement Agreement.

On February 11, 2021, the Canadian government authorized the Arrangement with Air Canada. This authorization is subject to the implementation of significant undertakings agreed to by Air Canada, the object of which is firstly to ensure effective competition, and secondly to ensure public interest benefits (including maintaining a Transat head office in Québec, the preservation of jobs and the Transat brand, and the launch of new routes).

The completion of the transaction with Air Canada is subject to certain closing conditions, the most important of which remains the approval by the European Commission [the "Commission"]. The process for obtaining the Commission's approval has been complicated by the COVID-19 pandemic and its impacts on the international commercial aviation market, while the vast majority of North American, European and international air carriers have requested financial assistance measures and implemented reductions in capacity. The Commission has requested additional information from the parties and discussions are still underway. A decision is now expected only in the first half of 2021. The outcome of the approval process remains uncertain owing to a number of factors that could influence it. Moreover, it is far from certain that the decision rendered will be favourable.

The outside date for the closing of the Arrangement [the "outside date"] was set at February 15, 2021 and has now passed. As the outside date has passed without the approval of the Commission, the Corporation has been informed by Air Canada that Air Canada will not agree to an extension of the outside date. Under these circumstances, each of Transat and Air Canada are currently entitled to terminate the Arrangement Agreement upon notice to the other party. The Arrangement Agreement remains in effect in accordance with all of its terms until terminated by either party. There can be no assurance that Air Canada or Transat will not terminate the Arrangement Agreement if the circumstances so warrant.

Also, the Corporation has confirmed the receipt on December 22, 2020 of an offer by Gestion MTRHP inc., Mr. Pierre Karl Péladeau's investment firm, to acquire the shares of Transat A.T. Inc. at a price of $5.00 per share, that would remain open until the authorization of the Arrangement with Air Canada by the Commission or for a period of 24 hours after the decision in the event of a rejection of the Arrangement by the Commission. However, no evidence of a binding, fully committed financing has been provided. The provisions of the Arrangement Agreement do not allow the Corporation to discuss alternative offers with other parties. The Corporation could undertake discussions with Gestion MTRHP inc., only after the termination of the Arrangement Agreement.

The hotel development strategy and related objectives were affected by the Arrangement as the Corporation has agreed to limit its commitments and expenses related to the execution of its hotel strategy in the period leading up to the closing of the Arrangement. The Corporation is currently considering different options for its hotel strategy.

The management information circular dated November 12, 2020 contains additional information regarding the revised arrangement agreement. The management information circular dated July 19, 2019 contains additional information regarding the previous arrangement. These two circulars are available at www.sedar.com under Transat's profile. 

Additional information

The results were affected by non-operating items, as summarized in the following table: 

Highlights and impacts of non-operating items on results
(In thousands of C$)

	First quarter
	2021	2020
Revenues	41,920	692,799
Operating results	(98,048)	(25,066)
Special items	6,926	4,174
Depreciation, amortization and asset impairment	37,490	48,285
Adjusted operating income (loss)^1	(53,632)	27,393
Income (loss) before taxes	(60,305)	(43,964)
Special items	6,926	4,174
Fuel-related and other derivatives	(5,196)	10,784
Gain on asset disposals	(17,372)	—
Foreign exchange loss (gain)	(32,873)	3,488
Adjusted pre-tax income (loss)^2	(108,820)	(25,518)
Net income (loss) attributable to shareholders	(60,534)	(33,805)
Special items	6,926	3,055
Fuel-related and other derivatives	(5,196)	7,894
Gain on asset disposals	(17,372)	—
Foreign exchange loss (gain)	(32,873)	2,553
Adjusted net income (loss)^3	(109,049)	(20,303)
Diluted income (loss) per share	(1.60)	(0.90)
Special items	0.18	0.08
Fuel-related and other derivatives	(0.14)	0.21
Gain on asset disposals	(0.87)	—
Foreign exchange loss (gain)	(0.46)	0.07
Adjusted net income (loss) per share^3	(2.89)	(0.54)

Hedging – The Corporation records in the statement of income (loss) any gains or losses resulting from mark-to-market adjustments of the derivative financial instruments used to manage aircraft fuel-price risk, as well any gains or losses resulting from mark-to-market adjustments of certain hedging instruments used to mitigate exchange-rate exposure stemming from its expenses and/or revenues in foreign currencies. In the first quarter of 2021, this resulted in a $5.2 million non-cash gain, compared with an $10.8 million non-cash loss ($7.9 million after income taxes) in 2020.

The Corporation uses hedging instruments to mitigate exchange-rate exposure stemming from its expenses and/or revenues in foreign currencies. Accordingly, under applicable accounting standards, any fluctuations resulting from mark-to-market adjustments of these instruments are recorded in the consolidated statement of financial position and consolidated statement of comprehensive income rather than in the consolidated statement of income. For the first quarter of 2021, Transat recorded a gain of $0.4 million ($0.5 million after income taxes) on these foreign exchange derivatives, compared with a loss of $0.7 million ($0.5 million after income taxes) in 2020.

About Transat

Transat A.T. Inc. is a leading integrated international tourism company specializing in holiday travel. Under the Transat and Air Transat banners, the Corporation offers vacation packages, hotel stays and air travel to some 60 destinations in over 25 countries in the Americas and Europe. Transat is firmly committed to sustainable tourism development, as reflected in its multiple corporate responsibility initiatives over the past 14 years and obtained Travelife certification in 2018. The Corporation is based in Montréal (TSX: TRZ).

NOTES

The following are non-IFRS financial measures used by management as indicators to evaluate ongoing and recurring operational performance.

(1)	Adjusted operating income (loss): Operating income (loss) before depreciation and amortization expense and asset impairment, restructuring charge, lump-sum payments related to collective agreements and other significant unusual items, including premiums for fuel-related derivatives and other derivatives matured during the period. The Corporation uses this measure to assess the operational performance of its activities before the aforementioned items to ensure better comparability of financial results.
(2)	Adjusted pre-tax income (loss): Income (loss) before income tax expense before change in fair value of fuel-related derivatives and other derivatives, gain (loss) on business disposals, gain (loss) on asset disposal; restructuring charge, lump-sum payments related to collective agreements, asset impairment, foreign exchange gain (loss) and other significant unusual items, and including premiums for fuel-related derivatives and other derivatives matured during the period. The Corporation uses this measure to assess the financial performance of its activities before the aforementioned items to ensure better comparability of financial results.
(3)	Adjusted net income (loss): Net income (loss) attributable to shareholders before net income (loss) from discontinued operations, change in fair value of fuel-related derivatives and other derivatives, gain (loss) on business disposals, gain (loss) on asset disposals, restructuring charge, lump-sum payments related to collective agreements, asset impairment, foreign exchange gain (loss), reduction in the carrying amount of deferred tax assets and other significant unusual items, and including premiums for fuel-related derivatives and other derivatives that matured during the period, net of related taxes. The Corporation uses this measure to assess the financial performance of its activities before the aforementioned items to ensure better comparability of financial results. Adjusted net income (loss) is also used in calculating the variable compensation of employees and senior executives.

Conference call

First quarter 2021 conference call: Thursday, March 11, 10:00 a.m. Dial 1 800 926-9795 or 1 212 231-2919. Name of conference: Transat. Webcast: follow this link. The archived call will be available at 416 626-4100 or 1 800 558-5253, access code 21990570, until April 10, 2021.

The second-quarter results will be announced on June 10, 2021.

Non-IFRS financial measures

Transat prepares its financial statements in accordance with International Financial Reporting Standards [IFRS"]. We will occasionally refer to non-IFRS financial measures in the press release. These non-IFRS financial measures do not have any meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other issuers. They are intended to provide additional information and should not be considered as a substitute for measures of performance prepared in accordance with IFRS. All amounts are in Canadian dollars unless otherwise indicated.

Caution regarding forward-looking statements

This press release contains certain forward-looking statements with respect to the Corporation, including those regarding its results, its financial position, the impacts of the COVID-19 pandemic, its outlook for the future and planned measures, including in particular the gradual resumption of certain flights and actions to improve its cash flow. These forward-looking statements are identified by the use of terms and phrases such as "anticipate," "believe," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "will," "would," the negative of these terms and similar terminology, including references to assumptions. All such statements are made pursuant to applicable Canadian securities legislation. Such statements may involve but are not limited to comments with respect to strategies, expectations, planned operations or future actions. Forward-looking statements, by their nature, involve risks and uncertainties that could cause actual results to differ materially from those contemplated by these forward-looking statements.

As at January 31, 2020, there exists material uncertainty that may cast significant doubt on the Corporation's ability to continue as a going concern. Note 2 to the consolidated financial statements for the year ended January 31, 2021 contains more detail on this issue.

The global air transportation and tourism industry has faced a collapse in traffic and demand. Travel restrictions, uncertainty about when borders will reopen, both in Canada and at certain destinations the Corporation flies to, the imposition of quarantine measures and testing requirements both in Canada and other countries, as well as concerns related to the pandemic and its economic impacts are creating significant demand uncertainty, at least for fiscal 2021. For the first half of winter 2021, the Corporation rolled out a reduced winter program. On January 29, 2021, following the Canadian government's request to not travel to Mexico and the Caribbean, and the introduction of new quarantine measures and COVID-19 testing requirements, the Corporation announced the complete suspension of all its regular flights and the repatriation of its clients to Canada. The Corporation currently expects to resume its operations during the high summer season, that is, around mid-June. The Corporation cannot predict all the impacts of COVID-19 on its operations and results, or precisely when the situation will improve. The Corporation has implemented a series of operational, commercial and financial measures, including cost reduction, aimed at preserving its cash. The Corporation is monitoring the situation daily to adjust these measures as it evolves. However, until the Corporation is able to resume operations at a sufficient level, the COVID-19 pandemic will have significant negative impacts on its revenues, cash flows from operations and operating results. While the availability of a vaccine makes it possible to hope for the resumption of operations at a certain level during 2021, the Corporation does not expect such level to reach the pre-pandemic level before 2023, in the best case scenario.

The forward-looking statements may differ materially from actual results for a number of reasons, including without limitation, economic conditions, changes in demand due to the seasonal nature of the business, extreme weather conditions, climatic or geological disasters, war, political instability, real or perceived terrorism, outbreaks of epidemics or disease, consumer preferences and consumer habits, consumers' perceptions of the safety of destination services and aviation safety, demographic trends, disruptions to the air traffic control system, the cost of protective, safety and environmental measures, competition, the Corporation's ability to maintain and grow its reputation and brand, the availability of funding in the future, fluctuations in fuel prices and exchange rates and interest rates, the Corporation's dependence on key suppliers, the availability and fluctuation of costs related to our aircraft, information technology and telecommunications, changes in legislation, unfavourable regulatory developments or procedures, pending litigation and third party lawsuits, the ability to reduce operating costs, the Corporation's ability to attract and retain skilled resources, labour relations, collective bargaining and labour disputes, pension issues, maintaining insurance coverage at favourable levels and conditions and at an acceptable cost, and other risks detailed in the Risks and Uncertainties section of the MD&A included in our 2020 Annual Report.

This press release also contains certain forward-looking statements about the Corporation concerning a transaction involving the acquisition of all the shares of the Corporation by Air Canada. These statements are based on certain assumptions deemed reasonable by the Corporation, but are subject to certain risks and uncertainties, several of which are outside the control of the Corporation, which may cause actual results to vary materially. In particular, the completion of the transaction with Air Canada is subject to certain closing conditions that are customary in this type of transaction, including regulatory approvals, mainly that of the European Union, which is pending. On May 25, 2020, the European Commission decided to open an in-depth ["Phase II"] investigation to assess the transaction with Air Canada with regards to European Union antitrust regulations. The transition to Phase II is part of the European Commission's normal process of assessing the impact of transactions submitted for its approval when it is concerned that a transaction may effectively reduce competition. The European Commission released on September 28, 2020 a statement of objections to the Arrangement. The competition authorities' assessment process is currently complicated by the COVID 19 pandemic and the impact it is having on the international commercial aviation market.

Among other things, the vast majority of North American, European and international air carriers have requested financial assistance measures, but have had to implement reductions in capacity (as the Corporation did). This context could impact the obtaining of approvals from regulatory authorities, especially regarding the appropriate package of remedies aimed at obtaining those approvals. The Commission has requested additional information from the parties and discussions are still underway. A decision is now expected only in the first half of 2021. The outcome of the approval process remains uncertain owing to factors that could influence it. Moreover, it is far from certain that the decision rendered will be favourable, despite the approval by the Canadian authorities.

Since the outside date has passed without obtaining the approval of the Commission and given that Air Canada has indicated that it will not agree to an extension of the outside date, each of the parties are currently entitled to terminate the Arrangement Agreement upon simple notice. There are no assurances that the Arrangement will be completed on the terms and conditions described in the Arrangement Agreement or at all. If the transaction proposed under the Arrangement is not completed for any reason, there is a risk that Transat's lenders, lessors, credit card processors, clients and other trade partners become more preoccupied by Transat's financial position, prospects and ability to execute its strategic plan as a going concern, which could result in more onerous credit terms, repayment obligations, an inability to refinance maturing indebtedness or find new sources of financing, restricted access to goods and services, and/or reduced business, all of which could significantly and adversely affect Transat's cash flows and ability to continue as a going concern.

In addition, failure to complete the transaction proposed under the Arrangement for any reason could materially negatively impact the market price of the Corporation's securities. If the transaction proposed under the Arrangement is not completed for any reason, there can be no assurance that management will be successful in its efforts to identify and implement other strategic alternatives that would be in the best interests of the Corporation and its stakeholders within the context of existing economic, market, regulatory and competitive conditions in the industries in which the Corporation operates, on favourable terms and timing or at all, and, if implemented, that such actions would have the intended results. Transat has also incurred significant transaction and related costs in connection with the transaction proposed under the Arrangement, and additional significant or unanticipated costs may be incurred.

Moreover, although the Corporation has been able to extend the maturity of its new subordinated short-term credit facility and to extend the suspension of financial ratios under its senior revolving term credit facility, such arrangements are for a limited duration and will need to be replaced if the Arrangement is not consummated by the end of the first half of 2021. In particular, the new short-term loan facility matures on the earlier of June 30, 2021 and the closing of the Arrangement. Furthermore, the temporary suspension of the application of certain financial ratios under both the Corporation's revolving term credit facility and the new short-term loan facility expires on April 29, 2021, after which time, absent of any extension, the Corporation could be in default of its obligations and the term of its borrowings could be accelerated. Pursuant to the terms of the Arrangement Agreement, the Corporation's ability to put in place new sources of financing is restricted and requires Air Canada's consent.

As a result, if the requisite approval by the Commission is not obtained and the Arrangement is not consummated by the end of the first half of 2021, the Corporation will need to address the challenges posed by its cash position and the maturing lending facilities. If the Corporation is not able to renew maturing facilities at acceptable conditions or find financing alternatives, its financial position and business prospects could be materially and adversely affected.

This press release contains statements relating to the active steps taken to secure long-term financing to cover, in the absence of the transaction with Air Canada, needs of at least $500.0 million, including under the LEEFF program. The outcome of these steps is not guaranteed and there can be no assurance that Transat will be able to secure one or more financing facilities for the required funds or on favourable terms. In the case of the LEEFF, the ability to make use of the program will depend on its availability, the ability to meet the prerequisite conditions, acceptability of the financial terms and other conditions related to financing under the program for the Corporation and for the lenders and creditors who will be called upon to subordinate their debt to the amounts borrowed under the program. The required conditions could include the issuance of voting and participating shares that could cause dilution to existing shareholders and such dilution could be material. These factors could also be relevant for financing secured through sources other than the LEEFF.

The reader is cautioned that the foregoing list of factors is not exhaustive of the factors that may affect any of the Corporation's forward-looking statements. The reader is also cautioned to consider these and other factors carefully and not to place undue reliance on forward-looking statements.

The forward-looking statements in this press release are based on a number of assumptions relating to economic and market conditions as well as the Corporation's operations, financial position and transactions. Examples of such forward-looking statements include, but are not limited to, statements concerning:

• The outlook whereby until the Corporation is able to resume operations at a sufficient level, the situation will affect its operating results and cash position.
• The outlook whereby Air Canada will acquire all of the shares of the Corporation. 
• The outlook whereby, subject to obtaining additional financing as discussed in note 2 to the consolidated financial statements, the Corporation will be able to meet its obligations with cash on hand, cash flows from operations and its borrowing capacity.
• The outlook whereby travel credits will be used by customers and not refunded in cash.
• The outlook whereby the Corporation will be able to favourably negotiate concessions and deferrals with its aircraft lessors, owners of premises, suppliers, credit card processors and the extension of the temporary suspension of the application of certain financial ratios granted by the lenders of its revolving term credit facility and its subordinated short-term credit facility

In making these statements, the Corporation has assumed, among other things, that travel and border restrictions imposed by government authorities will be relaxed to allow for a resumption of operations of the type and scale expected, that the standards and measures imposed by government and airport authorities to ensure the health and safety of personnel and travellers will be consistent with those announced or currently anticipated, that travellers will continue to travel despite the new health measures and other constraints imposed as a result of the pandemic, that credit facilities and other terms of credit extended by its business partners will continue to be made available as in the past, that management will continue to manage changes in cash flows to fund working capital requirements for the full fiscal year. If these assumptions prove incorrect, actual results and developments may differ materially from those contemplated by the forward-looking statements contained in this press release.

The Corporation considers that the assumptions on which these forward-looking statements are based are reasonable. 

These statements reflect current expectations regarding future events and operating performance, speak only as of the date this press release is issued, and represent the Corporation's expectations as of that date. For additional information with respect to these and other factors, see MD&A for the year ended October 31, 2020 filed with the Canadian securities commissions and available on SEDAR at www.sedar.com. The Corporation disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, other than as required by applicable securities legislation.

SOURCE Transat A.T. Inc.

Media: Christophe Hennebelle, Vice-President, Human Resources and Corporate Affairs, 514-987-1660, ext. 4584; Financial analysts: Denis Pétrin, Vice-President, Finance and Administration, and Chief Financial Officer, 514 987-1660

Related Links

http://www.transat.com/