Atlas Air Worldwide Reports First-Quarter Earnings

  Atlas Air Worldwide Reports First-Quarter Earnings

  *Adjusted Net Income of $5.9 Million, $0.22 per Share
  *Tax Planning Drives Reported Net Income of $20.1 Million, $0.76 per Share
  *$36.5 Million of Stock Buybacks, 903,301 Shares Repurchased
  *2013 Earnings Outlook Affirmed; Adjusted EPS Guidance Raised to $4.80 from
    $4.65 to Reflect Repurchase Activity

Business Wire

PURCHASE, N.Y. -- May 2, 2013

Atlas Air Worldwide Holdings, Inc. (Nasdaq: AAWW), a leading global provider
of outsourced aircraft and aviation operating solutions, today announced
adjusted net income attributable to common stockholders of $5.9 million, or
$0.22 per diluted share for the first quarter of 2013 compared with adjusted
earnings of $13.6 million, or $0.51 per diluted share, for the first quarter
of 2012.

On a reported basis, net income attributable to common stockholders in the
first quarter totaled $20.1 million, or $0.76 per diluted share, compared with
$12.8 million, or $0.48 per diluted share in the year-ago quarter.

Adjusted earnings in the first quarter of 2013 exclude an income tax benefit
of $14.2 million, or $0.54 per diluted share, related to the tax treatment of
extraterritorial income from the offshore leasing of certain aircraft.
Adjusted earnings in the first quarter of 2012 exclude fleet retirement costs
of $0.9 million, or $0.03 per diluted share.

First-quarter revenue grew 5% to $377.3 million, with operating income
increasing 10% to $22.6 million and operating margin expanding slightly. Free
cash flow for the period totaled $42.4 million compared with $1.0 million in
the first quarter of 2012.

“Our first-quarter results and initiatives demonstrate the benefits of a
modern, efficient fleet, diversified business mix and solid balance sheet in a
challenging business environment,” said William J. Flynn, President and Chief
Executive Officer.

“Operating income during the quarter reflected the strength of our ACMI
operations, especially our new 747-8 freighters. It also gained from new
organizational capabilities and the evolution of our business, such as our
expanding 767 service and growing CMI operations. We also realized operating
efficiencies through our continuous improvement initiatives.

“Capitalizing on our financial strength, we acquired an immediately profitable
777 freighter under long-term customer lease for our Dry Leasing business. We
also implemented an immediately accretive share repurchase program that
acquired 3.4% of our outstanding stock for a total of $36.5 million through
late April.

“Earnings in the first quarter were in line with our expectations and our
outlook for the year. As a result, we are affirming previous guidance for 2013
but we are raising our expected adjusted earnings per share to $4.80 from
$4.65 to reflect our actual and anticipated share repurchases.”

First-Quarter Results

Revenue, volume and profitability growth in our core ACMI business during the
first quarter were driven by our new 747-8Fs, with four additional -8F
aircraft in service compared with the first quarter of 2012, as well as the
continued ramp up of CMI flying for Boeing and DHL Express.

Improved ACMI segment earnings during the period also benefited from higher
rates per block hour and lower maintenance expense for our 747-8Fs, partially
offset by the redeployment of 747-400 aircraft to other business segments.

In AMC Charter, strong growth in passenger service volumes partially offset a
41% reduction in cargo block hours, a reduction in the number of one-way AMC
missions, and lower average cargo revenue per block hour, which led to a
decline in segment contribution. Lower average passenger revenue per block
hour during the period stemmed from an increase in flying on smaller-gauge 767
aircraft added to supplement our wide-body 747-400 passenger service and
enhance our share of military passenger business.

Segment results in Commercial Charter reflected the seasonal nature of this
business and were primarily related to a reduction in yields driven by soft
first-quarter global charter-market conditions.

Results in the first quarter were also affected by higher non-operating
expenses, primarily due to a reduction in capitalized interest on 747-8F
aircraft that entered service.

Income Taxes

Reported earnings for the first quarter of 2013 included an effective income
tax rate benefit of 97.4%, reflecting a federal income tax benefit of $14.2
million related to the tax treatment of extraterritorial income from the
offshore leasing of certain of our aircraft.

Cash, Cash Equivalents and Short-Term Investments

At March 31, 2013, our cash, cash equivalents and short-term investments
totaled $343.9 million, compared with $419.9 million at December 31, 2012.

The change in cash, cash equivalents and short-term investments was primarily
driven by an increase in cash provided by operating and financing activities,
offset by cash used for investing activities.

Net cash used for investing activities in the first quarter of 2013 primarily
related to the purchase of a 747-8F aircraft for our ACMI operations and a
777-200LRF aircraft for our Dry Leasing business.

Net cash provided by financing activities primarily reflected proceeds from
the issuance of debt in connection with the acquisitions of these aircraft.
These proceeds were partially offset by payments on debt obligations and a
prepayment under an accelerated share repurchase program agreement (“ASR”).

Share Repurchase Activity

Between mid-February and late April 2013, we repurchased 903,301 shares of our
common stock for $36.5 million at an average cost of $40.40 per share. The
shares were acquired pursuant to an ASR with an investment bank that settled
on April 25, 2013.

We acquired 427,168 of these shares during the period ended March 31, 2013,
which added $0.01 per diluted share to our adjusted and reported earnings for
the first quarter.

Future repurchases may be made at our discretion, and the actual timing, form
and amount will depend on company and market conditions.

Outlook

We expect to generate strong earnings and cash flow in 2013. Led by ACMI, each
of our business segments is expected to be profitable for the year.

Incorporating our share repurchase activity, we anticipate that our adjusted
fully diluted earnings per share this year will total approximately $4.80, an
increase from prior guidance of approximately $4.65. Including the
extraterritorial income tax benefit of $0.54 per share, our reported fully
diluted earnings per share in 2013 should be approximately $5.34.

Both adjusted and reported full-year 2013 EPS guidance assume the repurchase
of $50.0 million of our outstanding stock during the year.

Our expectation for full year 2013 operating performance is unchanged from the
outlook we issued last quarter. We now expect to fly fewer block hours in our
Commercial Charter segment in 2013 than we previously forecast. We also expect
lower operating expenses as a result of continuous improvement initiatives
that drive productivity improvements and operating efficiencies. These
initiatives target all aspects of our business, including engine overhauls,
procurement efforts, passenger catering, ground travel, and crew scheduling.

Similar to the first quarter, adjusted and reported full-year earnings in 2013
will reflect strong growth from the company’s 747-8Fs in ACMI, driven by an
increase in the number of -8F aircraft in ACMI service compared with 2012,
including the incremental placement with Etihad Airways we announced today.

Market growth during 2013 should be seasonal and second-half weighted. We
continue to anticipate a sequential increase in our quarterly earnings
throughout the year, with approximately 75% of adjusted earnings per share and
66% of reported earnings per share occurring in the second half.

Based on our revised view, block-hour volumes in 2013 are now expected to
total approximately 175,000 hours. ACMI segment flying should account for
about 135,000, or 77%, of expected 2013 block hours, with about 22,000, or
13%, in Commercial Charter and 18,000, or 10%, in AMC Charter. Passenger
charter flying should account for more than 10,000 AMC Charter block hours in
2013.

Based on anticipated deliveries of 747-8Fs in our outstanding order, the
average number of -8Fs in service in 2013 should increase to more than eight
from 4.3 in 2012.

In addition, we now anticipate that maintenance expense will total
approximately $172 million in 2013, about 60% of which should be incurred in
the first half of the year.

Mr. Flynn concluded: “In an environment of continuing global uncertainty, we
are well-positioned to serve our customers and the airfreight markets. We have
performed well. We are ready to capitalize on market improvements. And we are
executing a strategic plan that leverages our core competencies, provides a
basis for returning capital to our investors through share repurchases, and
will enable us to grow over the long term.”

Conference Call

Management will host a conference call to discuss Atlas Air Worldwide’s
first-quarter 2013 financial and operating results at 11:00 a.m. Eastern Time
on Thursday, May 2, 2013.

Interested parties are invited to listen to the call live over the Internet at
www.atlasair.com (click on “Investor Information”, click on “Presentations”
and on the link to the first-quarter call) or at the following Web address:

http://www.media-server.com/m/p/irs4fn9o

For those unable to listen to the live call, a replay will be available on the
above Web sites following the call. A replay will also be available through
May 9 by dialing (855) 859-2056 (domestic) and (404) 537-3406 (international)
and using Access Code 41686785#.

About Non-GAAP Financial Measures

To supplement our financial statements presented in accordance with U.S. GAAP,
we present certain non-GAAP financial measures to assist in the evaluation of
our business performance. These non-GAAP measures include EBITDAR, as
adjusted; EBITDA, as adjusted; Direct Contribution; Adjusted Net Income 
Attributable to Common Stockholders; Adjusted Diluted EPS; and Free Cash Flow,
which exclude certain items. These non-GAAP measures may not be comparable to
similarly titled measures used by other companies and should not be considered
in isolation or as a substitute for measures of performance prepared in
accordance with U.S. GAAP.

Our management uses these non-GAAP financial measures in assessing the
performance of the Company’s ongoing operations and in planning and
forecasting future periods. We believe that these adjusted measures provide
meaningful information to assist investors and analysts in understanding our
financial results and assessing our prospects for future performance.

About Atlas Air Worldwide:

Atlas Air Worldwide is the parent company of Atlas Air, Inc. (Atlas) and Titan
Aviation Leasing (Titan), and is the majority shareholder of Polar Air Cargo
Worldwide, Inc. (Polar). Through Atlas and Polar, Atlas Air Worldwide operates
the world’s largest fleet of Boeing 747 freighter aircraft.

Atlas, Titan and Polar offer a range of outsourced aircraft and aviation
operating solutions that include ACMI service – in which customers receive an
aircraft, crew, maintenance and insurance on a long-term basis; CMI service,
for customers that provide their own aircraft; express network and scheduled
air cargo service; military cargo and passenger charters; commercial cargo and
passenger charters; and dry leasing of aircraft and engines.

Atlas Air Worldwide’s press releases, SEC filings and other information can 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 Atlas Air
Worldwide’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 Atlas Air Worldwide 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 ability to maintain adequate 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;
anticipated and future litigation; and other risks and uncertainties set forth
from time to time in Atlas Air Worldwide’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 most recent Annual Report on Form 10-K and
subsequent reports on Form 10-Q filed by Atlas Air Worldwide with the
Securities and Exchange Commission. Other factors and assumptions not
identified above may also affect the forward-looking statements, and these
other factors and assumptions may also cause actual results to differ
materially from those discussed.

Except as stated in this release, Atlas Air Worldwide is not providing
guidance or estimates regarding its anticipated business and financial
performance for 2013 or thereafter.

Atlas Air Worldwide 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.


Atlas Air Worldwide Holdings, Inc.

Consolidated Statements of Operations

(in thousands, except per share data)

(Unaudited)

                                         For the Three Months Ended
                                             March 31, 2013   March 31, 2012
                                                                   
Operating Revenue
ACMI                                         $  181,170         $  154,703
AMC Charter                                     98,037             121,294
Commercial Charter                              91,100             76,947
Dry Leasing                                     3,747              2,945
Other                                          3,282            3,415    
Total Operating Revenue                      $  377,336        $  359,304  
                                                                   
Operating Expenses
Aircraft fuel                                   93,358             94,763
Salaries, wages and benefits                    72,531             70,876
Maintenance, materials and repairs              58,369             52,980
Aircraft rent                                   40,008             39,418
Depreciation and amortization                   17,808             14,303
Passenger and ground handling                   16,772             12,771
services
Travel                                          15,179             12,620
Navigation fees, landing fees and               14,112             13,055
other rent
Gain on disposal of aircraft                    (23      )         (196     )
Other                                          26,625           28,135   
Total Operating Expenses                       354,739          338,725  
                                                                   
Operating Income                               22,597           20,579   
                                                                   
Non-operating Expenses / (Income)
Interest income                                 (5,176   )         (4,909   )
Interest expense                                18,440             13,963
Capitalized interest                            (1,402   )         (6,352   )
Other (income) expense, net                    552              (297     )
Total Non-operating Expense (Income)           12,414           2,405    
                                                                   
Income before income taxes                      10,183             18,174
Income tax expense                             (9,920   )        7,234    
                                                                   
Net Income                                      20,103             10,940
Less: Net loss attributable
to noncontrolling interests                    25               (1,895   )
Net Income Attributable
to Common Stockholders                       $  20,078         $  12,835   
                                                                   
Earnings per share:
Basic                                        $  0.76           $  0.49     
                                                                   
Diluted                                      $  0.76           $  0.48     
                                                                   
Weighted average shares:
Basic                                          26,330           26,360   
                                                                   
Diluted                                        26,439           26,488   



Atlas Air Worldwide Holdings, Inc.

Consolidated Balance Sheets

(in thousands, except share data)

(Unaudited)

                                      March 31, 2013   December 31, 2012
Assets
Current Assets
Cash and cash equivalents                 $  330,311         $   409,763
Short-term investments                       13,638              10,119
Accounts receivable, net of
allowance of $4,009 and $3,172,              145,137             127,704
respectively
Prepaid maintenance                          21,896              22,293
Deferred taxes                               27,996              26,390
Prepaid expenses and other                  35,597            36,726     
current assets
Total current assets                         574,575             632,995
Property and Equipment
Flight equipment                             2,506,699           2,209,782
Ground equipment                             42,852              39,230
Less: accumulated depreciation               (201,150  )         (185,419   )
Purchase deposits for flight                71,814            147,946    
equipment
Property and equipment, net                  2,420,215           2,211,539
Other Assets
Long-term investments and accrued            131,181             140,498
interest
Deposits and other assets                    130,025             132,120
Intangible assets, net                      34,375            35,533     
Total Assets                              $  3,290,371      $   3,152,685  
                                                                 
Liabilities and Equity
Current Liabilities
Accounts payable                          $  25,937          $   20,789
Accrued liabilities                          167,010             152,467
Current portion of long-term                230,124           154,760    
debt^1,2
Total current liabilities                    423,071             328,016
Other Liabilities
Long-term debt^1,2                           1,229,416           1,149,282
Deferred taxes                               253,199             265,384
Other liabilities                           126,309           121,899    
Total other liabilities                      1,608,924           1,536,565
Commitments and contingencies
Equity
Stockholders’ Equity
Preferred stock, $1 par value;
10,000,000 shares authorized; no             ―                   ―
shares issued
Common stock, $0.01 par value;
50,000,000 shares authorized;
27,905,527 and
27,672,924 shares issued,
26,156,859 and 26,443,441, shares
outstanding
(net of treasury stock), as of
March 31, 2013 and December 31,              279                 277
2012, respectively
Additional paid-in-capital                   518,644             544,421
Treasury stock, at cost:
1,748,668 and 1,229,483 shares,              (69,083   )         (44,850    )
respectively
Accumulated other comprehensive              (13,926   )         (14,263    )
loss
Retained earnings                           818,754           798,676    
Total stockholders’ equity                   1,254,668           1,284,261
Noncontrolling interest                     3,708             3,843      
Total equity                                1,258,376         1,288,104  
Total Liabilities and Equity              $  3,290,371      $   3,152,685  


^1 Balance sheet debt at March 31, 2013 totaled $1,459.5 million, including
the impact of $45.6 million of unamortized discount.

^2 The face value of our debt at March 31, 2013 totaled $1,505.1 million,
compared with $1,350.8 million on December 31, 2012.



Atlas Air Worldwide Holdings, Inc.

Consolidated Statements of Cash Flows

(in thousands)

(Unaudited)

                                         For the Three Months Ended
                                             March 31, 2013   March 31, 2012
                                                                   
Operating Activities:
Net Income Attributable to Common            $  20,078          $  12,835
Stockholders
Net income (loss) attributable to              25               (1,895   )
noncontrolling interests
Net Income                                      20,103             10,940
Adjustments to reconcile Net Income
to net cash provided by operating
activities:
Depreciation and amortization                   21,063             16,405
Accretion of debt securities                    (2,327    )        (2,167   )
discount
Provision for allowance for doubtful            (67       )        709
accounts
Gain on disposal of aircraft                    (23       )        (196     )
Deferred taxes                                  (9,848    )        6,580
Stock-based compensation expense                3,644              4,604
Changes in:
Accounts receivable                             (6,584    )        (4,855   )
Prepaid expenses and other current              7,227              3,497
assets
Deposits and other assets                       815                (2,251   )
Accounts payable and accrued                   20,386           (15,178  )
liabilities
Net cash provided by operating                  54,389             18,088
activities
                                                                   
Investing Activities:
Capital expenditures                            (10,548   )        (10,726  )
Purchase deposits and delivery                  (235,492  )        (42,936  )
payments for flight equipment
Investment in debt securities                   ―                  (1,179   )
Proceeds from short-term investments            2,426              2,660
Proceeds from insurance                         9,109              ―
Proceeds from disposal of aircraft             400              415      
Net cash used for investing                     (234,105  )        (51,766  )
activities
                                                                   
Financing Activities:
Proceeds from debt issuance                     224,848            35,695
Purchase of treasury stock                      (24,233   )        (3,188   )
Prepayment of accelerated share                 (30,000   )        ―
repurchase
Excess tax benefit from stock-based             581                617
compensation expense
Payment of debt issuance costs                  (357      )        (1,596   )
Payments of debt                               (70,575   )       (18,312  )
Net cash provided by financing                  100,264            13,216
activities
Net decrease in cash and cash                   (79,452   )        (20,462  )
equivalents
Cash and cash equivalents at the               409,763          187,111  
beginning of period
Cash and cash equivalents at the end         $  330,311        $  166,649  
of period



Atlas Air Worldwide Holdings, Inc.

Direct Contribution

(in thousands)

(Unaudited)

                                       For the Three Months Ended
                                           March 31, 2013    March 31, 2012
Operating Revenue:
ACMI                                       $  181,170           $  154,703
AMC Charter                                   98,037               121,294
Commercial Charter                            91,100               76,947
Dry Leasing                                   3,747                2,945
Other                                        3,282              3,415    
Total Operating Revenue                    $  377,336          $  359,304  
                                                                            
Direct Contribution:
ACMI                                       $  39,944            $  24,154
AMC Charter                                   12,737               20,581
Commercial Charter                            (8,685   )           1,876
Dry Leasing                                  1,176              1,336    
Total Direct Contribution for                45,172             47,947   
Reportable Segments
                                                                   
Add back (subtract):
Unallocated income and expenses               (35,012  )           (29,969  )
Gain on sale of aircraft                     23                 196      
Income before Income Taxes                   10,183             18,174   
                                                                   
Add back (subtract):
Interest income                               (5,176   )           (4,909   )
Interest expense                              18,440               13,963
Capitalized interest                          (1,402   )           (6,352   )
Other (income) expense, net                  552                (297     )
Operating Income                           $  22,597           $  20,579   


Atlas Air Worldwide uses an economic performance metric, Direct Contribution,
to show the profitability of each of its segments after allocation of direct
ownership costs. Atlas Air Worldwide currently has the following reportable
segments: ACMI, AMC Charter, Commercial Charter, and Dry Leasing. Each segment
has different operating and economic characteristics, which are separately
reviewed by senior management.

Direct Contribution consists of income (loss) before taxes, excluding special
charges, nonrecurring items, gains on the sale of aircraft, and unallocated
fixed costs.

Direct costs include crew costs, maintenance costs, fuel, ground operations,
sales costs, aircraft rent, interest expense related to aircraft debt and
aircraft depreciation.

Unallocated income and expenses include corporate overhead, non-aircraft
depreciation, interest income, foreign exchange gains and losses, other
revenue and other non-operating costs, including one-time items.


Atlas Air Worldwide Holdings, Inc.

Reconciliation to Non-GAAP Measures

(in thousands, except per share data)

(Unaudited)

                        For the Three Months Ended
                               March 31,        March 31,     Percent
                               2013                2012             Change
                                                                    
Net Income
Attributable to              $ 20,078            $ 12,835           56.4   %
Common
Stockholders
After-tax impact
from:
Fleet retirement               -                   926
costs^1
ETI tax benefit                (14,160  )          -
Gain on disposal              (15      )         (125    )        
of aircraft
Adjusted Net
Income
Attributable to              $ 5,903            $ 13,636          (56.7  %)
Common
Stockholders
                                                                    
Diluted EPS                  $ 0.76              $ 0.48             58.3   %
After-tax impact
from:
Fleet retirement               -                   0.03
costs^1
ETI tax benefit                (0.54    )          -
Gain on disposal              (0.00    )         (0.00   )        
of aircraft
Adjusted Diluted             $ 0.22             $ 0.51            (56.9  %)
EPS


^1 Fleet retirement costs in 2012 included incremental employee costs related
to the retirement of our 747-200 fleet.



Atlas Air Worldwide Holdings, Inc.

Reconciliation to Non-GAAP Measures

(in thousands, except per share data)

(Unaudited)

                         For the Three Months Ended
                                    March 31, 2013    March 31, 2012
                                                                
Net Cash Provided by                      $    54,389         $    18,088
Operating Activities
Less:
Capital expenditures                            10,548               10,726
Capitalized interest                           1,402               6,352
Free Cash Flow^1                          $    42,439         $    1,010
                                                                

^1 Free Cash Flow = Cash Flows from Operations minus Base Capital Expenditures
and Capitalized Interest.

Base Capital Expenditures excludes purchases of aircraft.



Atlas Air Worldwide Holdings, Inc.

Reconciliation to Non-GAAP Measures

(in thousands)

(Unaudited)

                                         For the Three Months Ended
                                           March 31, 2013    March 31, 2012
                                                                    
Income before income taxes                 $  10,183            $   18,174
Fleet retirement costs^1                      -                     1,453
Gain on disposal of aircraft                 (23     )            (196    )
                                                                    
Adjusted pretax income                        10,160                19,431
                                                                    
Interest expense, net                         11,862                2,702
Other non-operating expenses                 552                 (297    )
                                                                    
Adjusted operating income before
fleet
                                              22,574                21,836
retirement costs and gain on
disposal of aircraft
                                                                    
Depreciation and amortization                17,808              14,303  
                                                                    
EBITDA, as adjusted^2                         40,382                36,139
                                                                    
Aircraft rent                                40,008              39,418  
                                                                    
EBITDAR, as adjusted^3                     $  80,390           $   75,557  
                                              

^1 Fleet retirement costs in 2012 included incremental employee costs related
to the retirement of our 747-200 fleet.

^2 Adjusted EBITDA: Earnings before interest, taxes, depreciation,
amortization, fleet retirement costs, and gains on disposal of aircraft, as
applicable.

^3 Adjusted EBITDAR: Earnings before interest, taxes, depreciation,
amortization, aircraft rent expense, fleet retirement costs, and gains on
disposal of aircraft, as applicable.



Atlas Air Worldwide Holdings, Inc.

Operating Statistics and Traffic Results

(Unaudited)

                               For the Three Months Ended
                                       March 31,                  Increase/
                                       2013        2012           Decrease
                                                                     
Block Hours
ACMI                                   28,089         24,509         3,580
AMC Charter
Cargo                                  1,874          3,189          (1,315  )
Passenger                              2,561          1,850          711
Commercial Charter                     4,719          3,691          1,028
Non revenue                            190            434            (244    )
Total Block Hours                      37,433         33,673         3,760   
                                                                     
Revenue Per Block Hour
ACMI                                 $ 6,450        $ 6,312        $ 138
AMC Charter                            22,105         24,071         (1,966  )
Cargo                                  23,334         24,886         (1,552  )
Passenger                              21,206         22,667         (1,461  )
Commercial Charter                     19,305         20,847         (1,542  )
                                                                     
Average Utilization
(block hours per day)
ACMI^1                                 10.5           12.3           (1.8    )
AMC Charter
Cargo                                  6.9            8.1            (1.2    )
Passenger                              7.1            7.3            (0.2    )
Commercial Charter                     7.1            8.1            (1.0    )
All Operating                          9.4            10.9           (1.5    )
Aircraft^1,2
                                                                     
Fuel
AMC
Average fuel cost per                $ 3.63         $ 3.61         $ 0.02
gallon
Fuel gallons consumed                  11,418         14,029         (2,611  )
(000s)
Commercial Charter
Average fuel cost per                $ 3.32         $ 3.39         $ (0.07   )
gallon
Fuel gallons consumed                  15,627         13,031         2,596
(000s)


^1 ACMI and All Operating Aircraft averages in the first quarter of 2013
reflect the impact of increases in the number of CMI aircraft and amount of
CMI flying compared with the first quarter of 2012.

^2 Average of All Operating Aircraft excludes Dry Leasing aircraft, which do
not contribute to block-hour volumes.



Atlas Air Worldwide Holdings, Inc.

Operating Statistics and Traffic Results

(Unaudited)

                               For the Three Months Ended    
                                   March 31,                         Increase/
                                   2013             2012            Decrease
                                                                     
Segment Operating Fleet

(average aircraft equivalents during the
period)
ACMI^1
747-8 Cargo                        7.0               3.0             4.0
747-400 Cargo^2                    14.7              17.5            (2.8   )
747-200 Cargo                      -                 0.1             (0.1   )
767-300 Cargo                      1.4               -               1.4
767-200 Cargo                      5.0               0.2             4.8
747-400 Passenger                  1.0               1.0             -
767-300 Passenger                  0.7               0.1             0.6    
Total                              29.8              21.9            7.9
AMC Charter
747-400 Cargo                      3.0               3.6             (0.6   )
747-200 Cargo                      -                 0.7             (0.7   )
747-400 Passenger                  1.9               1.7             0.2
767-300ER Passenger                2.1               1.1             1.0    
Total                              7.0               7.1             (0.1   )
Commercial Charter
747-400 Cargo                      7.2               3.9             3.3
747-200 Cargo                      -                 0.7             (0.7   )
747-400 Passenger                  0.1               0.1             -
767-300ER Passenger                0.1               0.3             (0.2   )
Total                              7.4               5.0             2.4
Dry Leasing
757-200 Cargo                      1.0               1.0             -
737-300 Cargo                      1.0               -               1.0
777-200 Cargo                      0.3               -               0.3
737-800 Passenger                  2.0               2.0             -      
Total                              4.3               3.0             1.3    
Total Operating                    48.5              37.0            11.5   
Aircraft
                                                                     
                                                                     
Out of Service^3                   0.5               -               0.5


^1 ACMI average fleet excludes spare aircraft provided by CMI customers.
^2 Includes 1.6 and 1.0 Large Cargo Freighters in the three-month periods
ended March 31, 2013 and 2012, respectively.
^3 Out-of-service aircraft were temporarily parked during the period and are
completely unencumbered. Permanently parked aircraft, all of which are also
completely unencumbered, are not included in the operating statistics above.


Contact:

Atlas Air Worldwide Holdings, Inc.
Investors:
Dan Loh, 914-701-8200
or
Media:
Bonnie Rodney, 914-701-8580
 
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