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Atlas Air Worldwide Holdings, Inc. Announces $60 Million Revolving Credit Facility

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Atlas Air Worldwide Holdings, Inc. Announces $60 Million Revolving Credit Facility

Purchase, NY, Monday, December 6, 2004 --   Atlas Air Worldwide Holdings, Inc. (AAWW) (OTC: AAWWV.PK), a leading provider of global air cargo services, and certain of its subsidiaries, including Atlas Air, Inc. (Atlas), Polar Air Cargo, Inc. (Polar), and Airline Acquisition Corp I (Acquisition), have entered into a revolving credit facility with Congress Financial Corporation, as agent for the lenders, and Wachovia Bank, National Association, as lead arranger. The new facility was contemplated as part of the companies' emergence from Chapter 11 bankruptcy proceedings in July 2004.

Both Atlas and Polar will be borrowers under the terms of the facility, which is dated November 30, 2004, and both AAWW and Acquisition will be guarantors.

The revolving credit facility provides the borrowers with revolving loans of up to $60 million, including up to $10 million of letter of credit accommodations. Availability under the facility will be based on a borrowing base, which will be calculated as a percentage of certain eligible accounts receivable. The revolving credit facility has an initial four-year term, after which the parties can agree to enter into additional one-year renewal periods.

Borrowings under the revolving credit facility bear interest at varying rates based on either the prime rate of Wachovia Bank, National Association (the Prime Rate), or a rate based on the rate at which Congress Financial Corporation is offered deposits of U.S. dollars in the London interbank market (the Adjusted Eurodollar Rate). Interest on outstanding borrowings is determined by adding a margin to either the Prime Rate or the Adjusted Eurodollar Rate, as applicable, in effect at the interest calculation date. The margins are arranged in three pricing levels, based on the excess availability under the revolving credit facility, that range from 0.25% below to 0.75% above the Prime Rate and 1.75% to 2.75% above the Adjusted Eurodollar Rate.

The revolving credit facility contains usual and customary covenants for transactions of this kind. In addition, the revolving credit facility contains various conditions precedent to funding that must be satisfied in order for borrowings to be available to the borrowers. The borrowers are in the process of satisfying certain of these conditions precedent, which they anticipate will be met in the near future.

Additional details about the revolving credit facility and certain other financing arrangements by the companies are included in AAWW's Form 8-K Report filed with the Securities and Exchange Commission on December 6, 2004. This filing may be accessed by clicking on the “SEC Filings” link in the “Investor Relations” section of AAWW's corporate Web page located at

About Atlas Air Worldwide Holdings, Inc.:

AAWW is the parent company of Atlas Air, Inc. (Atlas) and Polar Air Cargo, Inc. (Polar), which together operate the world's largest fleet of Boeing 747 freighter aircraft.

Atlas is the world's leading provider of ACMI (aircraft, crew, maintenance and insurance) freighter aircraft to major airlines around the globe. Polar is among the world's leading providers of airport-to-airport freight carriage. Polar operates a global, scheduled-service network and serves substantially all major trade lanes of the world.

Through both of its principal subsidiaries, AAWW also provides commercial and military charter services.

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 ability of the companies to continue as going concerns; 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; financing costs; the cost and availability of war risk insurance; aviation fuel costs; security-related costs; competitive pressures on pricing (especially from lower-cost competitors); weather conditions; government legislation and regulation; consumer perceptions of the companies' products and services; pending and future litigation; the market acceptance of AAWW's new common stock; and other risks and uncertainties set forth from time to time in AAWW's reports to the United States Securities and Exchange Commission. 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.

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Dan Loh