XML 39 R26.htm IDEA: XBRL DOCUMENT v3.24.1.u1
Loans and borrowings
12 Months Ended
Dec. 31, 2023
Borrowings [abstract]  
Loans and borrowings
18. Loans and borrowings
2023
Due
 through
Effective rates
ranged
Carrying
Amount
Long term fixed rate debt2034
1.73% to 3.99%
1,039,821 
Long term variable rate debt2033
6.53% to 6.86%
422,870 
1,462,691 
Current maturities(222,430)
Loans and borrowings long-term$1,240,261 
2022
Due
through
Effective rates
ranged
Carrying
Amount
Long-term fixed rate debt2034
1.73% to 3.95%
983,138 
Long-term variable rate debt2029
4.97% to 6.35%
191,132 
Senior convertible notes2025
14.68%
270,033 
1,444,303 
Current maturities(142,484)
Loans and borrowings long-term$1,301,819 
Maturities of the loans and borrowings for the next five years are as follows:
2024222,430 
2025227,628 
2026120,522 
2027128,653 
2028211,853 
Thereafter551,605 
$1,462,691 
Senior convertible notes
In April 2020, the Company issued Senior Convertible Notes (“notes”) in the total principal amount of $350.0 million maturing on April 15, 2025, in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”).
The notes were senior, unsecured obligations of the Company and were accrued interest at a rate of 4.50% per annum, payable semi-annually in arrears on April 15 and October 15 of each year.
Noteholders had the right to convert their notes only upon the occurrence of certain events. From and after October 15, 2024, noteholders could convert their notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. The Company would have settled conversions by paying or delivering, as applicable, cash, shares of their Class A common stock or a combination of cash and shares of their Class A common stock, at the Company’s election. The initial conversion rate was 19.3564 shares per $1,000 principal amount of notes, which represents an initial conversion price of approximately $51.66 per share of Class A common stock subject to adjustment upon the occurrence of certain events.
The net proceeds from the offering, after deducting the initial purchasers’ discounts, commissions and other transaction costs is as follows:
Nominal issue
Cost assigned to
the debt host
liability
Net funding
Date
April 30, 2020$350,000 $(7,102)$342,898 
The Company used the net proceeds from the offering for general corporate purposes.
The notes were redeemable, in whole or in part, for cash at the Company’s option at any time, and from time to time, on or after April 17, 2023 and on or before the 40 days scheduled trading day immediately before the maturity date, but only if the last reported sale price per share of the Company’s Class A common stock exceeds 130% of the conversion price for a specified period of time.
On July 14, 2023, the Company exercised its option, an announced it would redeem all of its outstanding Notes due 2025 on September 18, 2023 at a redemption price equal to 100% of the principal amount of the Notes redeemed plus accrued and unpaid interest up to, but excluding, the redemption date. The Notes could be converted at any time before 5:00 p.m., New York City time, on September 15, 2023, which was the business day immediately before the redemption date, in accordance with and subject to the terms of the Indenture governing the notes, dated as of April 30, 2020.
The Company, determined that the Notes surrendered for conversion would be settled in cash up to the principal amount of the Notes surrendered for conversion and shares of Company’s common stock for the remainder of the conversion obligation, in excess of the principal amount in accordance with the terms of the Indenture.
The sending of the notice of redemption was a make-whole fundamental change under the Indenture, and therefore the conversion rate was increased for all conversions of Notes to 20.1603 shares of Company’s common stock per $1,000.0 principal amount of Notes.
Since the Company’s initial announcement of the redemption on July 14, 2023, holders of $349.0 million aggregate principal amount of Note converted their notes in accordance with the terms of the Notes. Outstanding Notes in the aggregate principal amount of $1.0 million that had not been converted by holders thereof were redeemed at a price equal to 100% of the principal amount of each Note called for redemption, payable in cash, plus accrued and unpaid interest on such Note to, but excluding, September 18, 2023 for such Note. The Notes that were converted were settled for $349.0 million in cash, plus approximately 3.7 million shares, reissued from the Company’s treasury shares (see on note 24).
The exercise of the call option, resulted in a remeasured of the amortized cost of the liability component to reflect the new settlement date by recomputing the effective interest rate of the instrument. The Company recognized $87.9 million for this remeasure under “finance cost” in the consolidated statement of profit or loss. The component corresponding to the conversion feature of the notes was recorded as an embedded derivative under “Derivative financial instruments” in the consolidated statement of financial position. The fair value of the embedded derivative at initial recognition on April 30, 2020 was $138.4 million
The impact of the embedded derivative on the consolidated statement of financial position and consolidated statement of profit or loss is, as follows:
Statement
of financial position
Statement
of profit or loss
20232022202320222021
Derivative financial instrument$— $251,150 $(98,347)$17,189 $(22,778)
The impact in the consolidated statement of profit or loss, for the change in the fair value of the embedded derivative is recognized as “Net change in fair value of derivatives” in the consolidated statement of profit or loss(see note 28.6).
Long term debt and loan payable
As of December 31, 2023, long-term fixed rate debt included $623.2 million (2022: $516.5 million) and long-term variable debt included $422.9 million corresponding to aircraft acquisitions using JOLCO arrangements (2022: $157.8 million).
As of December 31, 2023 the Company had $416.6 million (2022: $466.6 million) on long-term fixed rate debt of outstanding indebtedness that is owed to financial institutions under financing arrangements guaranteed by the Export-Import Bank of the United States. The Export-Import Bank guarantees support 80%—85% of the net purchase price of the aircraft and are secured with a first priority mortgage on the aircraft in favor of a security trustee on behalf of Export-Import Bank.
The Company’s Export-Import Bank supported financings are amortized on a quarterly basis and, are denominated in U.S. dollars.
The detail of finance cost and income is as follows:
202320222021
Finance income -
Interest income on short-term bank deposits$1,541 $954 $211 
Interest income on investment48,667 17,076 10,638 
$50,208 $18,030 $10,849 
Finance cost -
Interests expense on bank loans$(41,917)$(30,502)$(26,817)
Interests expense on senior convertible notes(87,862)(42,403)(38,301)
Interest on factoring(3,315)(5,393)(1,365)
Interest expense on lease liabilities(13,279)(7,445)(7,568)
Unwinding of discount and changes in the discount rate(11,843)(1,888)(2,183)
$(158,216)$(87,631)$(76,234)
Changes in liabilities arising from financing activities:
2022Cash flowsNon-cash movements
Foreign
exchange
movement
LeasesOther2023
Loans and borrowings$1,444,303 $(73,945)$— $— $92,333 $1,462,691 
Lease liability238,373 (79,999)448 124,835 — 283,657 
Total liabilities used in financing activities$1,682,676 $(153,944)$448 $124,835 $92,333 $1,746,348 
Non-cash movements
2021
Cash flows
Foreign
exchange
movement
LeasesOther2022
Loans and borrowings$1,425,633 $(27,038)$— $— $45,708 $1,444,303 
Lease liability178,651 (79,017)(275)139,014 — 238,373 
Total liabilities used in financing activities$1,604,284 $(106,055)$(275)$139,014 $45,708 $1,682,676 
The column “Leases” includes the non-cash additions to ROU and lease liabilities.
For the year ended December 31, 2023 and 2022 the column “Other” includes the effect of accrued but not yet paid interest on loans and borrowings.
The Company classifies interest paid as cash flows from operating activities.