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CEB SEC Form 17A - December 31, 2018 PDF
CEB SEC Form 17A - December 31, 2018 PDF
for
AUDITED FINANCIAL STATEMENTS
1 5 4 6 7 5
COMPANY NAME
C E B U A I R , I N C . A N D S U B S I D I A R I E
2 n d F l o o r , D o ñ a J u a n i t a M a r q u e
z L i m B u i l d i n g , O s m e ñ a B o u l e v a
r d , C e b u C i t y
Form Type Department requiring the report Secondary License Type, If Applicable
1 7 - A S E C N / A
COMPANY INFORMATION
Company’s Email Address Company’s Telephone Number Mobile Number
No. of Stockholders Annual Meeting (Month / Day) Fiscal Year (Month / Day)
97 5/24 12/31
Cebu Pacific Building, Domestic Road, Barangay 191, Zone 20, Pasay City 1301, Philippines
NOTE 1 : In case of death, resignation or cessation of office of the officer designated as contact person, such incident shall be reported to the Commission within
thirty (30) calendar days from the occurrence thereof with information and complete contact details of the new contact person designated.
2 : All Boxes must be properly and completely filled-up. Failure to do so shall cause the delay in updating the corporation’s records with the Commission
and/or non-receipt of Notice of Deficiencies. Further, non-receipt of Notice of Deficiencies shall not excuse the corporation from liability for its deficiencies.
*SGVFS033667*
SECURITIES AND EXCHANGE COMMISSION
2nd Floor, Doña Juanita Marquez Lim Building, Osmeña Blvd., Cebu City 6000
7. Address of issuer's principal office Postal Code
(632) 802-7060
8. Issuer's telephone number, including area code
Not Applicable
9. Former name, former address and former fiscal year, if changed since last report
10. Securities registered pursuant to Sections 8 and 12 of the Code, or Sections 4 and 8 of the RSA
Common Stock, P
=1.00 Par Value 602,365,490 shares
11. Are any or all of the securities listed on the Philippine Stock Exchange?
Yes [x] No [ ]
-2-
(a) has filed all reports required to be filed by Section 17 of the Code and SRC Rule 17 thereunder or
Sections 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections 26 and 141 of the
Corporation Code of the Philippines, during the preceding twelve (12) months (or for such shorter
period the registrant was required to file such reports)
Yes [x] No [ ]
(b) has been subject to such filing requirements for the past 90 days.
Yes [x] No [ ]
13. State the aggregate market value of the voting stock held by non-affiliates of the registrant. The
aggregate market value shall be computed by reference to the price at which the stock was sold, or the
average bid and asked prices of such stock, as of a specified date within 60 days prior to the date of
filing. If a determination as to whether a particular person or entity is an affiliate cannot be made
without involving unreasonable effort and expense, the aggregate market value of the common stock
held by non-affiliates may be calculated on the basis of assumptions reasonable under the
circumstances, provided the assumptions are set forth in this Form.
Page No.
Item 1 Business...................................................................................................... 1
Item 2 Properties…………………………………………………………………. 16
Item 3 Legal Proceedings………………………………………………………… 16
Item 4 Submission of Matters to a Vote of Security Holders……………………. 17
SIGNATURES................................................................................................................. 51
Item 1. Business
Cebu Air, Inc. (the Parent Company) is an airline that operates under the trade name “Cebu Pacific
Air” and is the leading low-cost carrier in the Philippines. It pioneered the “low fare, great value”
strategy in the local aviation industry by providing scheduled air travel services targeted to
passengers who are willing to forego extras for fares that are typically lower than those offered by
traditional full-service airlines while offering reliable services and providing passengers with a fun
travel experience.
The Parent Company was incorporated on August 26, 1988 and was granted a 40-year legislative
franchise to operate international and domestic air transport services in 1991. It commenced its
scheduled passenger operations in 1996 with its first domestic flight from Manila to Cebu. In
1997, it was granted the status as an official Philippine carrier to operate international services by
the Office of the President of the Philippines pursuant to Executive Order (E.O.) No. 219.
International operations began in 2001 with flights from Manila to Hong Kong.
In 2005, the Parent Company adopted the low-cost carrier (LCC) business model. The core
element of the LCC strategy is to offer affordable air services to passengers. This is achieved by
having: high-load, high-frequency flights; high aircraft utilization; a young and simple fleet
composition; and low distribution costs.
The Parent Company’s common stock was listed with the Philippine Stock Exchange (PSE) on
October 26, 2010, the Group’s initial public offering (IPO).
The Parent Company has eight special purpose entities (SPE) that it controls, namely: Boracay
Leasing Limited (BLL), Surigao Leasing Limited (SLL), Panatag One Aircraft Leasing Limited
(POALL), Panatag Two Aircraft Leasing Limited (PTALL), Summit C Aircraft Leasing Limited
(SCALL), Tikgi One Aviation Designated Activity Company (TOADAC), Summit D Aircraft
Leasing Limited (SDALL) and CAI Limited (CL). Other than CL, these are SPEs in which the
Parent Company does not have equity interest, but have entered into finance lease arrangements
with for funding of various aircraft deliveries.
On March 20, 2014, the Parent Company acquired 100% ownership of Tiger Airways Philippines
(TAP), including 40% stake in Roar Aviation II Pte. Ltd. (Roar II), a wholly owned subsidiary of
Tiger Airways Holdings Limited (TAH). On April 27, 2015, with the approval of the Securities
and Exchange Commission (SEC), TAP was rebranded and now operates as CEBGO, Inc.
The Parent Company, its eight SPEs and CEBGO, Inc. (collectively known as “the Group”) are
consolidated for financial reporting purposes.
In May 2017, the Parent Company lost control over Ibon Leasing Limited (ILL) due to loss of
power to influence the relevant activities of ILL as the result of sale of aircraft to third party.
Accordingly, the Parent Company derecognized its related assets and liabilities in its consolidated
financial statements.
In April 2018, Cebu Aircraft Leasing Limited (CALL) and Sharp Aircraft Leasing Limited
(SALL) were dissolved due to the sale of aircraft to third parties.
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In October 2018, Panatag Three Aircraft Leasing Limited (PTHALL) was dissolved due to
refinancing of the related loans.
In December 2018, Summit A Aircraft Leasing Limited (SAALL) and Summit B Aircraft Leasing
Limited (SBALL) were dissolved due to refinancing of the related loans. Vector Aircraft Leasing
Limited (VALL) was subsequently dissolved due to sale of three (3) A320 aircraft to third parties
that have been leased back by the Parent Company.
As of December 31, 2018, the Group operates an extensive route network serving 70 domestic
routes and 38 international routes with a total of 2,791 scheduled weekly flights. It operates from
seven hubs, including the Ninoy Aquino International Airport (NAIA) Terminal 3 and Terminal 4
both located in Pasay City, Metro Manila; Mactan-Cebu International Airport located in
Lapu-Lapu City, part of Metropolitan Cebu; Diosdado Macapagal International Airport (DMIA)
located in Clark, Pampanga; Davao International Airport located in Davao City, Davao del Sur;
Ilo-ilo International Airport located in Ilo-ilo City, regional center of the western Visayas region;
Kalibo International Airport in Kalibo, Aklan and Laguindingan Airport in Misamis Oriental.
As of December 31, 2018, the Group operates a fleet of 71 aircraft which comprises of
thirty-six (36) Airbus A320, seven (7) Airbus A321 CEO, eight (8) ATR 72-500, twelve (12) ATR
72-600 and eight (8) Airbus A330 aircraft. It operates its Airbus aircraft on both domestic and
international routes and operates the ATR 72-500 and ATR 72-600 aircraft on domestic routes,
including destinations with runway limitations. The average aircraft age of the Group’s fleet is
approximately 5.06 years as of December 31, 2018.
Aside from passenger service, the Group also provides airport-to-airport cargo services on its
domestic and international routes. In addition, it offers ancillary services such as cancellation and
rebooking options, in-flight merchandising such as sale of duty-free products on international
flights, baggage and travel-related products and services.
The percentage contributions to the Group’s revenues of its principal business activities are as
follows:
For the Years Ended December 31
2018 2017 2016
Passenger Services 73.2% 73.4% 75.2%
Cargo Services 7.4% 6.8% 5.8%
Ancillary Services 19.4% 19.8% 19.0%
100.0% 100.0% 100.0%
On May 16, 2016, the Group and seven other market champions in Asia Pacific, announced the
formation of the world’s first, pan-regional low cost carrier alliance, the Value Alliance. The
Group, together with Jeju Air (Korea), Nok Air (Thailand), NokScoot (Thailand), Scoot
(Singapore), Tigerair Singapore, Tigerair Australia and Vanilla Air (Japan) will deliver greater
value, connectivity and choice for travel throughout Southeast Asia, North Asia and Australia, as
the airlines bring their extensive networks together. The Value Alliance airlines collectively fly to
more than 160 destinations from 17 hubs in the region.
On February 23, 2015 and May 12, 2016, the Group signed a forward sale agreement with a
subsidiary of Allegiant Travel Company (collectively known as “Allegiant”), covering the
Group’s sale of ten (10) Airbus A319 aircraft. The aircraft were delivered to Allegiant on various
dates in 2015 until 2018.
-3-
In May 2017 and November 2017, the Group entered into sale and operating leaseback
transactions with Ibon Leasing Limited and JPA No. 78/79/80/81 Co., Ltd. which transferred
economic ownership of two (2) and four (4) Airbus A320 aircraft, respectively. In July and August
2018, the Group entered into a sale and operating leaseback transaction with JPA No. 117/118/119
Co., Ltd. covering three (3) Airbus A320 aircraft.
The Group has three principal distribution channels: the internet; direct sales through booking
sales offices, call centers and government/corporate client accounts; and third-party sales outlets.
Internet
In January 2006, the Parent Company introduced its internet booking system. Through
www.cebupacificair.com, passengers can book flights and purchase services online. The system
also provides passengers with real time access to the Parent Company’s flight schedules and fare
options. CEBGO, Inc.’s flights can be booked through the Cebu Pacific website and its other
booking channels starting March 2014.
As part of the strategic alliance between the Parent Company and TAH, the two carriers entered
into an interline agreement with the first interline flights made available for sale in TAH’s website
starting July 2014. Interline services were made available in Cebu Pacific’s website in
September 2014. With this, guests of both airlines now have the ability to cross-book flights on a
single itinerary and enjoy seamless connections with an easy one-stop ticketing for connecting
flights and baggage check-in. In December 2014, the Group also launched its official mobile
application which allows guests to book flights on-the-go through their mobile devices.
The Group’s participation in the Value Alliance with other low-cost carriers in the region will
increase its distribution reach by enabling its customers to view, select and book the best-available
airfares on flights from any of the airlines in a single transaction, directly from each partner’s
website. This is made possible through the groundbreaking technology developed by Air Black
Box (ABB). ABB allows guests to enjoy the full suite of ancillary choices they have come to
appreciate from low cost carriers across all partner airline sectors in a single itinerary.
As of December 31, 2018, the Group has a network of seven booking offices located throughout
the Philippines and three regional booking offices in Hong Kong, South Korea and Japan. It
directly operates these booking offices which also handle customer service issues, such as
customer requests for change of itinerary. It also uses a third-party call center outsourcing service
to help accommodate heavy call traffic. Its employees who work as reservation agents are also
trained to handle customer service inquiries and to convert inbound calls into sales. Purchases
made through call centers can be settled through various modes, such as credit cards, payment
centers and authorized agents.
-4-
As of December 31, 2018, the Group has government and corporate accounts for passenger sales.
It provides these accounts with direct access to its reservation system and seat inventory as well as
credit lines and certain incentives. Further, clients may choose to settle their accounts by
post-transaction remittance or by using pre-enrolled credit cards.
As of December 31, 2018, the Group has a network of distributors in the Philippines selling its
domestic and international air services within an agreed territory or geographical coverage. Each
distributor maintains and grows its own client base and can impose on its clients a service or
transaction fee. Typically, a distributor’s client base would include agents, travel agents or end
customers. The Group also has a network of foreign general sales agents, wholesalers, and
preferred sales agents who market, sell and distribute the Group’s air services in other countries.
The Group continues to analyze its route network. It can opt to increase frequencies on existing
routes or add new routes/destinations. It can also opt to eliminate unprofitable routes and redeploy
capacity.
The Group continued its domestic growth by using bigger aircraft on key domestic routes while
increasing presence in other hubs such as Clark and Cebu and offering alternative destinations
such as Palawan, Bohol and Siargao. The Group also further enhanced its inter-island
connectivity with the introduction of new flights from Manila to Batanes, Clark to Davao and
Tagbilaran and increasing frequencies on existing routes such as Clark to Cebu. Aside from
opening organic sales offices in key markets such as Japan and Korea, the Group also introduced
routes connecting secondary cities to international destinations such as Cebu to Macau. The
Group also launched its direct flights between Manila and Melbourne, Australia starting August
14, 2018. Frequencies on some international routes were also increased such as Cebu to Narita
and Clark to Macau. The Group likewise upgraded selected flights from Airbus A320 to the larger
A330 and A321 aircraft to accommodate additional passenger traffic.
The Group will have forty-one (41) aircraft deliveries from 2019 to 2023. The additional aircraft
will support the Group’s plans to increase frequency on current routes and to add new city pairs
and destinations. The Group has a firm order for sixteen (16) ATR 72-600 with options to acquire
an additional ten (10) ATR 72-600. The new ATR 72-600 will be equipped with the high density
Armonia cabin, the widest cabin in the turboprop market. It will be fitted with seventy-eight (78)
slim-line seats and wider overhead bins with 30% more stowage space for greater comfort for
passengers. Twelve (12) out of the sixteen (16) ATR 72-600 aircraft were received as of
December 31, 2018 while the rest are scheduled for delivery from 2019 to 2020. The Group also
has an existing order for thirty-two (32) Airbus A321 NEO (New Engine Option) aircraft with
options for a further ten Airbus A321 NEO. Airbus A321 NEO will be the first of its type to
operate in the Philippines, being a larger and longer-haul version of the familiar Airbus A320.
These 220-seater aircraft will have a much longer range which will enable the Group to serve
cities in Australia, India and Northern Japan, places the A320 cannot reach. This order for A321
NEO aircraft will be delivered between 2018 and 2022. In 2018, the Group received the seven (7)
new A321 CEO aircraft it has ordered from Airbus S.A.S on June 7, 2017. The delivery allows
the Group to meet the increased capacity requirements. The Group is also set to venture into the
dedicated freighter market making it the only passenger airline in the Philippines with dedicated
cargo planes.
-5-
Competition
The Philippine aviation authorities deregulated the airline industry in 1995 eliminating certain
restrictions on domestic routes and frequencies which resulted in fewer regulatory barriers to entry
into the Philippine domestic aviation market. On the international market, although the
Philippines currently operates under a bilateral framework, whereby foreign carriers are granted
landing rights in the Philippines on the basis of reciprocity as set forth in the relevant bilateral
agreements between the Philippine government and foreign nations, in March 2011, the Philippine
government issued E.O. 29 which authorizes the Civil Aeronautics Board (CAB) and the
Philippine Air Panels to pursue more aggressively the international civil aviation liberalization
policy to boost the country’s competitiveness as a tourism destination and investment location.
Currently, the Group faces intense competition on both its domestic and international routes. The
level and intensity of competition varies from route to route based on a number of factors.
Principally, it competes with other airlines that service the routes it flies. However, on certain
domestic routes, the Group also considers alternative modes of transportation, particularly sea and
land transport, to be competitors for its services. Substitutes to its services also include video
conferencing and other modes of communication.
The Group’s major competitors in the Philippines are Philippine Airlines (“PAL”), a full-service
Philippine flag carrier; PAL Express (formerly Airphil Express) a low-cost domestic operator and
which code shares with PAL on certain domestic routes and leases certain aircraft from PAL; and
Philippines Air Asia (a merger between former Air Asia Philippines and Zest Air). Most of the
Group’s domestic and international destinations are also serviced by these airlines. The Group is
the leading domestic airline in the Philippines by passengers carried, with a market share of 51%.
The Group is the leading regional low-cost airline offering services to more destinations and
serving more routes with a higher frequency between the Philippines and other ASEAN countries
than any other airline in the Philippines. The Group currently competes with the following LCC’s
and full-service airlines in its international operations: AirAsia, Jetstar Airways, PAL, Cathay
Pacific, Singapore Airlines and Thai Airways, among others.
Raw Materials
Fuel is a major cost component for airlines. The Group’s fuel requirements are classified by
location and sourced from various suppliers.
The Group’s fuel suppliers at its international stations include Shell-Singapore, Shell-Hong Kong,
Shell-Narita, Shell-Dubai, SK Corp-Korea, Chevron-Australia and World Fuel-China among
others. It also purchases fuel from local suppliers like Petron, Chevron Manila and Shell Manila.
The Group purchases fuel stocks on a per parcel basis, in such quantities as are sufficient to meet
its monthly operational requirements. Most of the Group’s contracts with fuel suppliers are on a
yearly basis and may be renewed for subsequent one-year periods.
Dependence on One or a Few Major Customers and Identify any such Major Customers
The Group’s business is not dependent upon a single customer or a few customers that a loss of
anyone of which would have a material adverse effect on the Group.
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The Group’s significant transactions with related parties are described in detail in Note 27 of the
notes to consolidated financial statements.
Trademarks
Trademark registrations with the Intellectual Property Office of the Philippines (IPOPhil) prior to
the effective date of Republic Act (R.A) No. 8293, or the current Intellectual Property Code of the
Philippines, are valid for twenty (20) years from the date of issue of the certificate of registration.
Meanwhile, trademark registrations covered by R.A. No. 8293 are valid for ten years from the date
of the certificate of registration. Regardless of whether the trademark registration is for 20 years
or ten years, the same may be renewed for subsequent ten-year terms.
The Group holds the following valid and subsisting trademark registrations:
∂ CEBU PACIFIC, the Cebu Pacific feather-like device, CEBU PACIFIC AIR, CEBU
PACIFIC AIR.COM;
∂ The CEB Mascot;
∂ Various trademarks for the Parent Company’s branding campaigns such as WHY
EVERYONE FLIES, WHY EVERYJUAN FLIES, A NETWORK MADE WIDER WITH
CEBU PACIFIC, and the logos used for such purposes;
∂ CEBGO and the Cebgo logo;
∂ A trademark for the strategic alliance entered into by the Parent Company and TAH
∂ GETGO and the GetGo logo for its lifestyle rewards program; and
∂ 1AV, 1AVIATION, and the 1AV logo with 1AV name and logo combined for its airport
ground-handling services, needs, and other requirements.
On June 1, 2015, the Parent Company rolled out its new logo which features shades of the
Philippines’ land, sea, sky and sun. This new branding also symbolizes the airline's growth and
evolution from a low-cost pioneer to its larger operations today. The new logo and new branding
have been registered as trademarks of the Group.
Meanwhile, the Group has 26 trademarks registered with the Intellectual Property Office of China
and three (3) trademarks with the Intellectual Property Office of Singapore. On 24 October 2017,
the Parent Company registered 4 trademarks for CEBU PACIFIC’S wordmark, logo, and stylized
wordmark under the Madrid – International Trademark System for Australia, Brunei, Japan,
Cambodia, Korea, USA, and Vietnam valid for ten years from the date of the certificate of
registration.
The Parent Company has also incorporated the business names “Cebu Pacific” and “Cebu Pacific
Air” with its Articles of Incorporation, as required by Memorandum Circular No. 21-2013 issued
by the SEC. Registering a business name with the SEC precludes another entity engaged in the
same or similar business from using the same business name as one that has been registered.
The Group, together with other airline members, also has trademarks registered for the Value
Alliance logo in various jurisdictions.
-7-
Licenses / Permits
The Group operates its business in a highly regulated environment. The Group’s business depends
upon the permits and licenses issued by the government authorities or agencies for its operations
which include the following:
The Group also has to seek approval from the relevant airport authorities to secure airport slots for
its operations.
Franchise
In 1991, pursuant to R.A. No. 7151, the Parent Company was granted a franchise to operate air
transportation services, both domestic and international. In accordance with the Parent
Company’s franchise, this extends up to year 2031:
a) The Parent Company is subject to franchise tax of five percent of the gross revenue derived
from air transportation operations. For revenue earned from activities other than air
transportation, the Parent Company is subject to corporate income tax and to real property tax.
b) In the event that any competing individual, partnership or corporation received and enjoyed
tax privileges and other favorable terms which tended to place the Parent Company at any
disadvantage, then such privileges shall have been deemed by the fact itself of the Parent
Company’s tax privileges and shall operate equally in favor of the Parent Company.
In December 2008, pursuant to R.A. No. 9517, CEBGO, Inc. (formerly TAP), the Parent
Company’s wholly owned subsidiary, was granted a franchise to establish, operate and maintain
domestic and international air transport services with Clark Field, Pampanga as its base. This
franchise shall be for a term of twenty-five (25) years.
The Group operates its business in a highly regulated environment. The Group’s business depends
upon the permits and licenses issued by the government authorities or agencies for its operations
which include the following:
The Group also has to seek approval from the relevant airport authorities to secure airport slots for
its operations.
Policy-making for the Philippine civil aviation industry started with R.A. No. 776, known as the
Civil Aeronautics Act of the Philippines (the “Act”), passed in 1952. The Act established the
policies and laws governing the economic and technical regulation of civil aeronautics in the
country. It established the guidelines for the operation of two regulatory organizations, CAB for
the regulation of the economic activities of airline industry participants and the Air Transportation
Office, which was later transformed into the CAAP, created pursuant to R.A. No. 9497, otherwise
known as the Civil Aviation Authority Act of 2008.
The CAB is authorized to regulate the economic aspects of air transportation, to issue general
rules and regulations to carry out the provisions of R.A. No. 776, and to approve or disapprove the
conditions of carriage or tariff which an airline desires to adopt. It has general supervision and
regulation over air carriers, general sales agents, cargo sales agents, and airfreight forwarders, as
well as their property, property rights, equipment, facilities and franchises.
The CAAP, a government agency under the supervision of the Department of Transportation and
Communications for purposes of policy coordination, regulates the technical and operational
aspects of air transportation in the Philippines, ensuring safe, economic and efficient air travel. In
particular, it establishes the rules and regulations for the inspection and registration of all aircraft
and facilities owned and operated in the Philippines, determine the charges and/or rates pertinent
to the operation of public air utility facilities and services, and coordinates with the relevant
government agencies in relation to airport security. Moreover, CAAP is likewise tasked to operate
and maintain domestic airports, air navigation and other similar facilities in compliance with the
International Civil Aviation Organization (ICAO), the specialized agency of the United Nations
whose mandate is to ensure the safe, efficient and orderly evolution of international civil aviation.
In early January 2008, the Federal Aviation Administration (FAA) of the United States (U.S.)
downgraded the aviation safety ranking of the Philippines to Category 2 from the previous
Category 1 rating. The FAA assesses the civil aviation authorities of all countries with air carriers
that operate to the U.S. to determine whether or not foreign civil aviation authorities are meeting
the safety standards set by the ICAO. The lower Category 2 rating means a country either lacks
laws or regulations necessary to oversee airlines in accordance with minimum international
standards, or its civil aviation authority is deficient in one or more areas, such as technical
expertise, trained personnel, record-keeping or inspection procedures. Further, it means Philippine
carriers can continue flying to the U.S. but only under heightened FAA surveillance or limitations.
In addition, the Philippines was included in the “Significant Safety Concerns” posting by the
ICAO as a result of an unaddressed safety concern highlighted in the recent ICAO audit. As a
result of this unaddressed safety concern, Air Safety Committee (ASC) of the European Union
banned all Philippine commercial air carriers from operating flights to and from Europe. The
ASC based its decision on the absence of sufficient oversight by the CAAP.
-9-
In February 2013, the ICAO has lifted the significant safety concerns on the ability of CAAP to
meet global aviation standards. The ICAO SSC Validation Committee reviewed the corrective
actions, evidence and documents submitted by the Philippines to address the concerns and
determined that the corrective actions taken have successfully addressed and resolved the audit
findings.
On April 10, 2014, the ASC of the European Union lifted its ban on Cebu Air, Inc. after its
evaluation of the airline’s capacity and commitment to comply with relevant aviation safety
regulations. On the same date, the US FAA also announced that the Philippines has complied
with international safety standards set by the ICAO and has been granted a Category 1 rating. The
upgrade to Category 1 status is based on a March 2014 FAA review of the CAAP. With this,
Philippine air carriers can now add flights and services to the U.S.
In September and December 2014, the Group received CAAP’s approval for extended range
operations in the form of a certification for Extended Diversion Time Operations (EDTO) of up to
90 and 120 minutes, respectively. EDTO refers to a set of rules introduced by the ICAO for
airlines operating twin-engine aircraft on routes beyond 60 minutes flying time from the nearest
airport. This certification allows the Group to serve new long haul markets and operate more
direct routes between airports resulting to more fuel savings and reduced flight times.
In April 2018, the Group has fully complied with the IATA Operational Safety Audit (IOSA) and
now joins a roster of 429 airlines that have met the highest standard for safety in the airline industry.
IOSA is an internationally recognized and accepted evaluation system designed to assess the
operational management and control systems of an airline. To secure the accreditation, the Group
has invested in technology that would improve its capability to manage safety risks such as on-board
Runway Overrun Prevention System (ROPS) cockpit technology for its Airbus fleet for purposes of
monitoring runway conditions prior to landing, Area Navigation (RNAV) data for more accurate
navigation and approaches to various airports and a Fatigue Risk Management System to ensure
that pilots are at adequate levels of alertness.
These developments open the opportunity for the Group to establish new routes to other countries
in the U.S. and Europe.
E.O. 28 and 29
In March 2011, the Philippine government issued E.O. 28 which provides for the reconstitution
and reorganization of the existing Single Negotiating Panel into the Philippine Air Negotiating
Panel (PANP) and Philippine Air Consultation Panel (PACP) (collectively, the Philippine Air
Panels). The PANP shall be responsible for the initial negotiations leading to the conclusion of
the relevant ASAs while the PACP shall be responsible for the succeeding negotiations of such
ASAs or similar arrangements.
Also in March 2011, the Philippine government issued E.O. 29 which authorizes the CAB and the
Philippine Air Panels to pursue more aggressively the international civil aviation liberalization
policy to boost the country’s competitiveness as a tourism destination and investment location.
Among others, E.O. 29 provides the following:
∂ In the negotiation of the ASAs, the Philippine Air Panels may offer and promote third, fourth
and fifth freedom rights to the country’s airports other than the NAIA without restriction as to
frequency, capacity and type of aircraft, and other arrangements that will serve the national
interest as may be determined by the CAB; and
- 10 -
∂ Notwithstanding the provisions of the relevant ASAs, the CAB may grant any foreign air
carriers increases in frequencies and/or capacities in the country’s airports other than the
NAIA, subject to conditions required by existing laws, rules and regulations. All grants of
frequencies and/or capacities which shall be subject to the approval of the President shall
operate as a waiver by the Philippines of the restrictions on frequencies and capacities under
the relevant ASAs.
In February 2016, the Philippine government ratified the ASEAN Open Skies agreement which
allows designated carriers of ASEAN countries to operate unlimited flights between capitals,
leading to better connectivity and more competitive fares and services. Subject to regulatory
approvals, this liberalized and equitable air services agreement further allows carriers to upgrade
its ASEAN flights to wide-bodied aircraft and increase capacity without the need for air talks thus
allowing airlines to focus on expanding its operations, stimulating passenger traffic, and
improving customer experience rather than spending valuable resources on negotiating for
additional air rights.
The Air Passenger Bill of Rights (the “Bill”), which was formed under a joint administrative order
of the Department of Transportation and Communications, the CAB and the Department of Trade
and Industry, was signed and published by the Government on December 11, 2012 and came into
effect on December 21, 2012. The Bill sets the guidelines on several airline practices such as
overbooking, rebooking, ticket refunds, cancellations, delayed flights, lost luggage and misleading
advertisement on fares.
R.A. No. 10378, otherwise known as the Common Carriers Tax Act, was signed into law on
March 7, 2013. This act recognizes the principle of reciprocity as basis for the grant of income tax
exceptions to international carriers and rationalizes other taxes imposed thereon by amending
sections 28(A)(3)(a), 109, 108 and 236 of the National Internal Revenue Code, as amended.
a.) An international carrier doing business in the Philippines shall pay a tax of two and one-half
percent (2 1/2%) on its Gross Philippine Billings, provided, that international carriers doing
business in the Philippines may avail of a preferential rate or exemption from the tax herein
imposed on their gross revenue derived from the carriage of persons and their excess baggage
on the basis of an applicable tax treaty or international agreement to which the Philippines is a
signatory or on the basis of reciprocity such that an international carrier, whose home country
grants income tax exemption to Philippine carriers, shall likewise be exempt from the tax
imposed under this provision;
b.) International air carriers doing business in the Philippines on their gross receipts derived from
transport of cargo from the Philippines to another country shall pay a tax of three percent (3%)
of their quarterly gross receipts; and
c.) VAT exemption on the transport of passengers by international carriers.
- 11 -
While the removal of CCT takes away the primary constraint on foreign carrier’s capacity growth
and places the Philippines on an almost level playing field with that of other countries, this may
still be a positive news for the industry as a whole, as it may drive tourism into the Philippines.
With Cebu Pacific’s dominant network, the Group can benefit from the government’s utmost
support for tourism.
The Group incurred minimal amounts for research and development activities, which do not
amount to a significant percentage of revenues.
The operations of the Group are subject to various laws enacted for the protection of the
environment. The Group has complied with the following applicable environmental laws and
regulations:
∂ R.A. No. 8749 (The Implementing Rules and Regulations of the Philippine Clean Air Act of
1999) requires operators of aviation fuel storage tanks, which are considered as a possible
source of air pollution, to obtain a Permit to Operate from the applicable regional office of the
Environment Management Bureau (EMB). The Group’s aviation fuel storage tanks are
subject to and are compliant with this requirement.
∂ R.A. No. 9275 (Implementing Rules and Regulations of the Philippine Clean Water Act of
2004) requires owners or operators of facilities that discharge regulated effluents to secure
from the Laguna Lake Development Authority (LLDA) (Luzon area) and/or the applicable
regional office of the EMB (Visayas and Mindanao areas) a Discharge Permit, which is the
legal authorization granted by the Department of Energy and Natural Resources for the
discharge of waste water. The Group’s operations generate waste water and effluents for the
disposal of which a Discharge Permit was obtained from the LLDA and the EMB of Region 7
which enables it to discharge and dispose of liquid waste or water effluent generated in the
course of its operations at specifically designated areas. The Group also contracted the
services of government-licensed and accredited third parties to transport, handle and dispose
its waste materials.
Compliance with the foregoing laws does not have a material effect to the Group’s capital
expenditures, earnings and competitive position.
Employees
As of December 31, 2018, the Group has 4,273 permanent full time employees, categorized as
follows:
Division: Employees
Operations 3,381
Commercial 389
Support Departments(1) 503
4,273
Note:
(1)
Support Departments include among others, the Office of the General Manager, Office of the CFO, Fleet
Planning, Corporate Finance and Legal Affairs Department, People Department, Administrative Services
Department, Procurement Department, Information Systems Department, Comptroller Department, Internal
Audit Department and Treasury Department.
The Group anticipates having approximately 4,781 employees by the end of 2019.
The Group’s employees are not unionized, and it has not experienced any labor strikes or work
stoppages in the past three years.
Risk
The cost and availability of fuel are subject to many economic and political factors and events
occurring throughout the world, the most important of which are not within the Group’s
control. Fuel prices have been subject to high volatility, fluctuating substantially over the
past several years. Any increase in the cost of fuel or any decline in the availability of
adequate supplies of fuel could have a material adverse effect on the Group’s operations and
profitability.
The Group implements various fuel management strategies to manage the risk of rising fuel
prices including hedging.
(2) Competition
The Group faces intense competition on its domestic and international routes, both from other
low-cost carriers and from full-service carriers. Its existing competitors or new entrants into
the market may undercut its fares in the future, increase capacity on their routes or attempt to
conduct low-fare or low-cost airline operations of their own in an effort to increase market
share, any of which could negatively affect the Group’s business. The Group also faces
competition from ground and sea transportation alternatives, including buses, trains, ferries,
boats and cars, which are the principal means of transportation in the Philippines. Video
teleconferencing and other methods of electronic communication, and improvements therein,
also add a new dimension of competition to the industry as they, to a certain extent, provide
lower-cost substitutes for air travel.
The Group focuses on areas of costs, on-time performance, service delivery and scheduling to
remain competitive.
- 13 -
The deterioration in the financial markets has heralded a recession in many countries, which
led to significant declines in employment, household wealth, consumer demand and lending
and, as a result, has adversely affected economic growth in the Philippines and elsewhere.
Since a substantial portion of airline travel, for both business and leisure, is discretionary, the
airline industry tends to experience adverse financial results during general economic
downturns. Any deterioration in the economy could negatively affect consumer sentiment
and lead to a reduction in demand for flying which could adversely affect the Group’s
business. The Group could also experience difficulty accessing the financial markets, which
could make it more difficult or expensive to obtain funding in the future.
The Group’s business is highly capital intensive. It has historically required debt financing to
acquire aircraft and expects to incur significant amounts of debt in the future to fund the
acquisition of additional aircraft, its operations, other anticipated capital expenditures,
working capital requirements and expansion overseas. Failure to obtain additional financing
could adversely affect the Group’s ability to grow its business and its future profitability.
The Group’s exposure to foreign exchange rate fluctuations is principally in respect of its
U.S. dollar-denominated long-term debt as well as a majority of its operating costs, such as
U.S. dollar-denominated purchases of aviation fuel. On the other hand, the Group’s
exposure to interest rate fluctuations is relative to debts incurred which have floating interest
rates. In such cases, any significant devaluation of the Philippine Peso and any significant
increases in interest rates will result to increased obligations that could adversely impact the
Group’s result of operations.
The Group may enter into derivative contracts in the future to hedge foreign exchange
exposure. In addition, the Group may fix the interest rates for a portion of its loans.
The Group relies on operational efficiency to reduce unit costs and provide reliable service.
Any delay to the addition of capacity at airports or upgrade of facilities in the Philippines
could affect the Group’s operational efficiency.
The Group’s inability to lease, acquire or access airport facilities and service providers on
reasonable terms to support its growth or to maintain its current operations would have a
material adverse effect on our business, prospects, financial condition and results of
operations. Furthermore, the Group’s reliance on third parties to provide essential services on
its behalf gives the Group less control over the efficiency, timeliness and quality of services.
The Group is exposed to potentially significant losses in the event that any of its aircraft is
lost or subject to an accident, terrorist incident or other disaster. In addition, any such event
would give rise to significant costs related to passenger claims, repairs or replacement of a
- 14 -
damaged aircraft and its temporary or permanent loss from service. Moreover, aircraft
accidents or incidents, even if fully insured, are likely to create a public perception that the
airline is less safe than other airlines, which could significantly reduce its passenger volumes
and have a material adverse effect on its business, prospects, financial condition and results
of operations. Terrorist attacks could also result in decreased seat load factors and yields and
could result in increased costs, such as increased fuel expenses or insurance costs.
The Group is committed to operational safety and security. Its commitment to safety and
security is reflected in its rigorous aircraft maintenance program and flight operations
manuals, intensive flight crew, cabin crew and employee training programs and strict
compliance with applicable regulations regarding aircraft and operational safety and security.
The Group also continues to invest in the latest technology such as data driven safety
management software, wireless ground link for real-time transfer of flight data, electronic
flight bag for timely distribution of information to flight crew and others.
As the fleet ages, maintenance and overhaul expenses will increase. Any significant increase
in maintenance and overhaul expenses and the inability of maintenance repair organizations
to provide satisfactory service could adversely affect the business.
The Group enters into long term contracts to manage maintenance and overhaul expenses.
The Group depends on automated systems to operate its business, including, among others,
its website, its reservation and its departure control systems. Any disruption to its website or
online reservation and telecommunication services could result in losses, increased expenses
and could harm its reputation.
(11) Dependence on the Efforts of Executive Officers and Other Key Management
The Group’s success depends to a significant extent upon the continued services of its
executive officers and other key management personnel. The unavailability of any of its
executive officers and other key management or failure to recruit suitable or comparable
replacements could have a material adverse effect on its business, prospects, financial
condition and results of operations.
The Group’s business model requires it to have highly skilled, dedicated and efficient pilots,
engineers and other personnel. Its growth plans will require the Group to hire, train and
retain a significant number of new employees in the future. However, from time to time, the
airline industry has experienced a shortage of skilled personnel, particularly pilots and
engineers. The Group competes against full-service airlines which offer wage and benefit
packages that exceed those offered by the Group. The inability of the Group to hire, train and
retain qualified employees at a reasonable cost could result in inability to execute its growth
strategy, which would have a material adverse effect on its business, prospects, financial
condition and results of operations. In addition, the Group may find it increasingly
challenging to maintain its corporate culture as it replaces or hires additional personnel.
The Group may have to increase wages and benefits to attract and retain qualified personnel.
- 15 -
(14) Regulations
The Group has no control over applicable regulations. Changes in the interpretation of
current regulations or the introduction of new laws or regulations could have a material
adverse effect on its business, prospects, financial condition and results of operations.
Like other airlines, the Group is subject to delays caused by factors beyond its control,
including weather conditions, traffic congestion at airports, air traffic control problems and
increased security measures. In the event that the Group delays or cancels flights for any of
these reasons, revenues and profits would be reduced and the Group’s reputation would suffer
which could result in a loss of customers.
At present, the Group has a non-unionized workforce. However, in the event the employees
unionize, it could result to demands that may increase operating expenses and adversely
affect the Group’s profitability. Likewise, disagreements between the labor union and
management could result to work slowdowns or stoppages or disruptions which could be
harmful to the business.
The Group is subject to nationality restrictions under the Philippine Constitution and other
laws, limiting ownership of public utility companies to citizens of the Philippines or
corporations or associations organized under the laws of the Philippines of which at least
60% of the capital stock outstanding is owned and held by citizens of the Philippines. There
is a risk that these ownership restrictions may be breached which could result in the
revocation of the Group’s franchise generally and its rights to fly on certain international
routes.
While part of the Group’s strategy is to increase bookings through the internet, sales through
third party sales outlets remain an important distribution channel. There is no assurance that
the Group will be able to maintain favorable relationships with them nor be able to suitably
replace them. The Group’s revenues could be adversely impacted if third parties who sell its
air services elect to prioritize other airlines.
- 16 -
(19) Outbreaks
Any present or future outbreak of contagious diseases could have a material adverse effect on
the Group’s business, prospects, financial condition and results of operations.
Since the Group’s operations have focused and, at least in the near term, will continue to
focus on air travel in the Philippines, it would be materially and adversely affected by any
circumstances causing a reduction in demand for air transportation in the Philippines,
including adverse changes in local economic and political conditions, negative travel
advisories issued by foreign governments, declining interest in the Philippines as a tourist
destination, or significant price increases linked to increases in airport access costs and fees
imposed on passengers.
The Group has investment securities, the values of which are dependent on fluctuating market
prices. Any negative movement in the market price of the Group’s investments could affect
the Group’s results of operations.
The Group’s business processes are widely supported by IT. The use of IT involves risks for
the stability of business processes and for the availability, confidentiality and integrity of data
and information. Such risks may be in the form of cyberattacks, disruptions to the
availability of applications, security breaches and other similar incidents. The Group
implements information security measures and regularly reviews its data protection systems
in order to minimize these risks.
The foregoing risks are not all inclusive. Other risks that may affect the Group’s business
and operations may not be included in the above disclosure.
Item 2. Properties
As of December 31, 2018, the Group does not own any land. However, it owns an office building
which serves as its corporate headquarters and training center located at the Domestic Road,
Barangay 191, Zone 20, Pasay City. The land on which said office building stands is leased from
the Manila International Airport Authority (MIAA). The Group also leases its hangar, aircraft
parking and other operational space from MIAA. Kindly refer to Notes 13, 18 and 30 of the Notes
to consolidated financial statements for the detailed discussions on properties, leases, purchases
and capital expenditure commitments.
The Group is subject to law suits and legal actions in the ordinary course of business. The Group
is not a party to, and its properties are not subject of, any material pending legal proceedings that
could be expected to have a material adverse effect on the Group’s financial position or result of
operations.
- 17 -
There were no matters submitted to a vote of security holders during the fourth quarter of the year
covered by this report.
Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters
Market Information
The principal market for the Group’s common equity is the Philippine Stock Exchange (PSE).
Sales prices of the common stock follow:
High Low
Year 2018
October to December 2018 P
=76.30 P
=61.25
July to September 2018 77.10 65.50
April to June 2018 95.35 68.90
January to March 2018 103.30 90.00
High Low
Year 2017
October to December 2017 =113.40
P =95.00
P
July to September 2017 113.00 94.90
April to June 2017 109.80 94.00
January to March 2017 100.00 89.00
As of March 21, 2019, the latest trading date prior to the completion of this annual report, sales
price of the common stock is at =
P83.15.
Holders
The number of shareholders of record as of December 31, 2018 was ninety-seven (97). Common
shares outstanding as of December 31, 2018 were 602,365,490.
Number of % to Total
Name of Stockholders Shares Held Outstanding*
1. CPAir Holdings, Inc. 400,816,841 66.54%
2. PCD Nominee Corporation (Non-Filipino) 97,935,414 16.26%
3. PCD Nominee Corporation (Filipino) 96,691,269 16.05%
4. JG Summit Holdings, Inc. 6,595,190 1.09%
5. Pablo M. Pagtalunan &/or Francisca P. Pagtalunan 50,000 0.01%
6. Elizabeth Yu Gokongwei 40,000 0.01%
7. Amon Trading Corporation 38,200 0.01%
8. Clifford James L. Uy 36,000 0.01%
- 18 -
Number of % to Total
Name of Stockholders Shares Held Outstanding*
8. Stephen Earl L. Uy 36,000 0.01%
9. Raul Veloso Del Mar 16,000 0.00%
10. Elizabeth Reyes 13,900 0.00%
11. Luis Gantioqui Romero 10,300 0.00%
12. Roseller A. Mendoza 6,500 0.00%
13. Eric Macario Bernabe 5,000 0.00%
13. Estevez Villaruz (Esvill), Inc. 5,000 0.00%
13. John T. Lao 5,000 0.00%
14. Brigida T. Guingona 4,800 0.00%
15. Francisco Paulino V. Cayco 4,000 0.00%
15. Sally Chua Co 4,000 0.00%
15. Vicente Lim Co 4,000 0.00%
16. Frederic Francois Favre-Marinet 3,950 0.00%
17. Eric Macario Bernabe 3,000 0.00%
18. Leodigario S.P. Aquino &/or Danah R. Antonio 2,800 0.00%
19. Antonio F. Lagarejos 2,000 0.00%
19. Marita Ann Ong 2,000 0.00%
19. Anthony V. Rosete 2,000 0.00%
19. Mario F. Sales 2,000 0.00%
20. Manuel M. Domingo 1,800 0.00%
Other stockholders 28,526 0.00%
Total Outstanding 602,365,490 100.00%
Dividends
On May 19, 2018, the Group’s BOD approved the declaration of a regular cash dividend in the
amount of = P2.88 per share and a special cash dividend in the amount of =
P1.62 per share from the
unrestricted retained earnings of the Parent Company to all stockholders of record as of June 14,
2018 and payable on July 10, 2018.
On May 19, 2017, the Group’s BOD approved the declaration of a regular cash dividend in the
amount of P=1.00 per share and a special cash dividend in the amount of =
P1.75 per share from the
unrestricted retained earnings of the Parent Company to all stockholders of record as of June 9,
2017 and payable on July 5, 2017.
On May 20, 2016, the Group’s BOD approved the declaration of a regular cash dividend in the
amount of P=1.00 per share and a special cash dividend in the amount of = P1.00 per share from the
unrestricted retained earnings of the Group to all stockholders of record as of June 9, 2016 and
payable on July 5, 2016.
Not Applicable. All shares of the Parent Company are listed in the PSE.
- 19 -
The following discussion should be read in conjunction with the accompanying consolidated
financial statements and notes thereto, which form part of this Report. The consolidated financial
statements and notes thereto have been prepared in accordance with the Philippine Financial
Reporting Standards (PFRSs).
Results of Operations
Year Ended December 31, 2018 Compared with Year Ended December 31, 2017
Revenues
The Group generated revenues of P =74.114 billion for the year ended December 31, 2018, 8.9%
higher than the =
P68.029 billion revenues earned last year. Growth in revenues is accounted for as
follows:
Passenger Revenues
Passenger revenues increased by P =4.329 billion or 8.7% to =
P54.260 billion for the year ended
December 31, 2018 from = P49.931 billion posted in 2017. This was largely attributable to the
5.8% increase in average fares to =P2,676 for the year ended December 31, 2018 from = P2,529 for
the same period last year. The growth in passenger volume by 2.7% to 20.3 million from 19.7
million last year also contributed to the increase in revenues.
Cargo Revenues
Cargo revenues grew by =P887.784 million or 19.3% to P =5.491 billion for the year ended
December 31, 2018 from = P4.604 billion for the year ended December 31, 2017 following the
increase in cargo volume and yield in 2018.
Ancillary Revenues
Ancillary revenues went up by = P868.356 million or 6.4% to P =14.363 billion for the year ended
December 31, 2018 from = P13.494 billion posted last year consequent to the 2.7% increase in
passenger traffic and 3.6% increase in ancillary revenue per passenger; notwithstanding the
decreasing impact of PFRS 15 which resulted to deferral of flight and booking ancillary services
amounting to =P1.512 billion. This was driven by improved online bookings and pricing adjustments
on certain ancillary products and services.
Expenses
The Group incurred operating expenses of = P67.064 billion for the year ended December 31, 2018
higher by 15.8% than the P=57.895 billion operating expenses recorded for the year ended
December 31, 2017. The increase was mostly due to the rise in fuel prices in 2018 coupled with
the weakening of the Philippine Peso against the U.S. Dollar as referenced by the depreciation of
the Philippine Peso to an average of P
=52.67 per U.S. Dollar for the year ended December 31, 2018
based on the Philippine Bloomberg Valuation (PH BVAL) weighted average rates from an
average of P
=50.40 per U.S. Dollar last year based on the Philippine Dealing and Exchange
Corporation (PDEx) weighted average rates.
Flying Operations
Flying operations expenses increased by = P6.051 billion or 25.4% to =P29.912 billion for the year
ended December 31, 2018 from = P23.861 billion incurred in the same period last year. This is
mainly accounted for by the 29.8% increase in aviation fuel expenses to P =25.431 billion for the
year ended December 31, 2018 from = P19.595 billion for the same period last year consequent to
the increase in jet fuel prices as referenced by the increase in the average published fuel MOPS
- 20 -
price of U.S. $84.79 per barrel for the year ended December 31, 2018 from U.S. $65.31 per barrel
in 2017. The increase in fuel cost was further augmented by the weakening of the Philippine Peso
against the U.S. Dollar as referenced by the depreciation of the Philippine Peso to an average of
=52.67 per U.S. Dollar for the year ended December 31, 2018 based on the Philippine Bloomberg
P
Valuation (PH BVAL) weighted average rates from an average of = P50.40 per U.S. Dollar last year
based on the Philippine Dealing and Exchange Corporation (PDEx) weighted average rates.
Passenger Service
Passenger service expenses increased by =P139.539 million or 9.2% to P =1.655 billion for the year
ended December 31, 2018 from = P1.515 billion posted for the year ended December 31, 2017.
This was caused by the additional cabin crew hired for new aircraft acquired during the period and
annual increase in crew salary rates.
Operating Income
As a result of the foregoing, the Group finished with an operating income of =
P7.050 billion for the
year ended December 31, 2018, 30.4% lower than the P =10.134 billion operating income earned
last year.
Interest Income
Interest income increased by =P218.668 million or 119.5% to P=401.621 million for the year ended
December 31, 2018 from = P182.953 million earned in the same period last year due to the increase
in the balance of cash in bank and short-term placements year on year and to higher interest rates
in short-term placements.
Interest Expense
Interest expense increased by P=681.045 million or 47.9% to P =2.103 billion for the year ended
December 31, 2018 from = P1.422 billion registered in 2017. Higher interest expense incurred
during the year was due to the additional loans availed to finance the acquisition of the additional
aircraft delivered in 2018, higher interest bench mark rates such as LIBOR and PH BVAL and the
effect of the weakening of the Philippine peso against the U.S. dollar during the current period.
- 22 -
In 2017, the Group sold and delivered three Airbus A319 aircraft to Allegiant and entered into
lease amendment agreements which transferred economic ownership of six Airbus A320 aircraft
to the counterparty which resulted to a gain of P102.574 million.
Net Income
Net income for the year ended December 31, 2018 amounted to P
=3.923 billion, a decrease of
50.4% from the =P7.908 billion net income earned in 2017.
Year Ended December 31, 2017 Compared with Year Ended December 31, 2016
Revenues
The Group generated revenues of P =68.029 billion for the year ended December 31, 2017, 9.9%
higher than the =
P61.899 billion revenues earned last year. Growth in revenues is accounted for as
follows:
Passenger Revenues
Passenger revenues increased by P =3.339 billion or 7.2% to =
P49.931 billion for the year ended
December 31, 2017 from = P46.593 billion posted in 2016. This was mainly attributable to the
3.2% growth in passenger volume to 19.7 million from 19.1 million last year driven by the
increase in number of flights by 3.6% in 2017 as the Group added more aircraft to its fleet.
The number of aircraft increased from 57 aircraft as of December 31, 2016 to 61 aircraft as of
December 31, 2017. The increase in average fares by 3.8% to P =2,529 for the year ended
December 31, 2017 from = P2,436 for the same period last year also contributed to the increase in
revenues.
Cargo Revenues
Cargo revenues grew by = P1.040 billion or 29.2% to =P4.603 billion for the year ended
December 31, 2017 from = P3.564 billion for the year ended December 31, 2016 following the
increase in the cargo volume and yield in 2017.
Ancillary Revenues
Ancillary revenues went up by =P1.751 billion or 14.9% to =P13.494 billion for the year ended
December 31, 2017 from = P11.743 billion posted last year consequent to the 3.2% increase in
passenger traffic and 11.3% increase in ancillary revenue per passenger. This was driven by
- 23 -
improved online bookings, pricing adjustments and introduction of new ancillary revenue products
and services.
Expenses
The Group incurred operating expenses of = P57.895 billion for the year ended December 31, 2017
higher by 16.6% than the P=49.648 billion operating expenses recorded for the year ended
December 31, 2016. The increase was primarily due to the rise in fuel prices in 2017 coupled with
the weakening of the Philippine Peso against the U.S. Dollar as referenced by the depreciation of
the Philippine Peso to an average of P=50.40 per U.S. Dollar for the year ended December 31, 2017
from an average of P
=47.50 per U.S. Dollar last year based on the Philippine Dealing and Exchange
Corporation (PDEx) weighted average rates. The growth in the airline’s seat capacity from the
acquisition of new aircraft also contributed to the increase in expenses.
Flying Operations
Flying operations expenses increased by = P4.167 billion or 21.2% to =P23.861 billion for the year
ended December 31, 2017 from = P19.694 billion incurred in the same period last year. This is
primarily attributable to the 23.9% increase in aviation fuel expenses to =P19.595 billion for the
year ended December 31, 2017 from = P15.821 billion for the same period last year consequent to
the increase in jet fuel prices as referenced by the increase in the average published fuel MOPS
price of U.S. $65.31 per barrel for the year ended December 31, 2017 from U.S. $52.83 per barrel
in 2016. The increase in fuel cost was further influenced by the weakening of the Philippine Peso
against the U.S. Dollar as referenced by the depreciation of the Philippine Peso to an average of
=50.40 per U.S. Dollar for the year ended December 31, 2017 from an average of P
P =47.50 per
U.S. Dollar last year based on the Philippine Dealing and Exchange Corporation (PDEx) weighted
average rates.
Passenger Service
Passenger service expenses slightly dropped by = P52.538 million or 3.4% to P=1.515 billion for the
year ended December 31, 2017 from = P1.568 billion posted for the year ended December 31, 2016.
This was largely caused by the decrease in pre-ordered meals due to the suspension of flights in
the Middle East partially offset by the additional cabin crew hired for new aircraft acquired during
the period and annual increase in crew salary rates.
Operating Income
As a result of the foregoing, the Group finished with an operating income of =
P10.134 billion for
the year ended December 31, 2017, 17.3% lower than the = P12.251 billion operating income earned
last year.
Interest Income
Interest income increased by =P69.281 million or 60.9% to P=182.953 million for the year ended
December 31, 2017 from = P113.672 million earned in the same period last year due to the increase
in the balance of cash in bank and short-term placements year on year and to higher interest rates
in short-term placements.
Interest Expense
Interest expense increased by P=251.355 million or 21.5% to P =1.422 billion for the year ended
December 31, 2017 from = P1.170 billion registered in 2016. Higher interest expense incurred
during the year was due to the additional loans availed to finance the acquisition of the additional
aircraft delivered in 2017 and by the effect of the weakening of the Philippine Peso against the
U.S. Dollar during the current period.
Net Income
Net income for the year ended December 31, 2017 amounted to P
=7.908 billion, a decrease of
18.9% from the =P9.754 billion net income earned in 2016.
Year Ended December 31, 2016 Compared with Year Ended December 31, 2015
Revenues
The Group generated revenues of P =61.899 billion for the year ended December 31, 2016, 9.6%
higher than the =
P56.502 billion revenues earned in 2015. Growth in revenues is accounted for as
follows:
- 26 -
Passenger Revenues
Passenger revenues grew by =P3.911 billion or 9.2% to P =46.593 billion for the year ended
December 31, 2016 from = P42.681 billion registered in 2015. This increase was primarily due to
the 4.1% growth in passenger volume to 19.1 million from 18.4 million for the year ended
December 31, 2015. Such steady growth resulted from the increase in the Group’s fleet from
55 aircraft as of December 31, 2015 to 57 aircraft as of December 31, 2016, and the overall
improvement in seat load factor from 82.6% to 86.0%. The increase in average fares by 4.9% to
=
P2,436 for the year ended December 31, 2016 from = P2,323 in 2015 also contributed to the
increase in revenues.
Cargo Revenues
Cargo revenues grew by = P102.616 million or 3.0% to P =3.564 billion for the year ended
December 31, 2016 from = P3.461 billion for the year ended December 31, 2015 following the
increase in the cargo prices in 2016.
Ancillary Revenues
Ancillary revenues went up by =P1.384 billion or 13.4% to =P11.743 billion for the year ended
December 31, 2016 from = P10.359 billion posted in 2015 consequent to the 4.1% increase in
passenger traffic and 8.9% increase in ancillary revenue per passenger. Improved online
bookings, together with a wider range of ancillary revenue products and services, also contributed
to the increase.
Expenses
The Group incurred operating expenses of = P49.648 billion for the year ended December 31, 2016,
higher by 6.1% than the P=46.801 billion operating expenses recorded for the year ended
December 31, 2015. The increase is attributable to higher aircraft maintenance and advertising
and promotions costs, coupled with the weakening of the Philippine Peso against the U.S. Dollar
as referenced by the depreciation of the Philippine Peso to an average of P
=47.50 per U.S. Dollar
for the year ended December 31, 2016 from an average of = P45.51 per U.S. Dollar in 2015 based
on the PDEx weighted average rates. The increase was however partially offset by the drop in
fuel costs compared to the same period last year due to the decline in global jet fuel prices.
Flying Operations
Flying operations expenses decreased by = P1.222 billion or 5.8% to =
P19.694 billion for the year
ended December 31, 2016 from = P20.916 billion incurred in 2015. This is primarily attributable to
the 10.4% decline in aviation fuel expenses to =P15.821 billion for the year ended December 31,
2016 from P =17.659 billion in 2015 consequent to the significant drop in jet fuel prices as
referenced by the reduction in the average published fuel MOPS price of U.S. $52.83 per barrel in
the twelve months ended December 31, 2016 from U.S. $64.79 per barrel in 2015. The drop in
fuel prices, however, was partially offset by the weakening of the Philippine Peso against the U.S.
Dollar as referenced by the depreciation of the Philippine Peso to an average of = P47.50 per U.S.
Dollar for the year ended December 31, 2016 from an average of = P45.51 per U.S. Dollar in 2015
based on PDEx weighted average rates.
Passenger Service
Passenger service expenses went up by =P83.984 million or 5.7% to P =1.568 billion for the year
ended December 31, 2016 from = P1.484 billion posted for the year ended December 31, 2015.
This was primarily caused by additional cabin crew hired for the three (3) Airbus A320,
two (2) ATR 72-600 and one (1) Airbus A330 aircraft acquired in 2016 and the annual increase in
cabin crew salary.
- 28 -
Operating Income
As a result of the foregoing, the Group finished with an operating income of =
P12.251 billion for
the year ended December 31, 2016, a 26.3% improvement compared to the = P9.700 billion
operating income earned in 2015.
Interest Income
Interest income increased by =
P30.665 million or 36.9% to P
=113.672 million for the year ended
December 31, 2016 from = P83.007 million recorded in 2015 due to the increase in the balance of
cash in bank and short-term placements year on year and to higher interest rates in short-term
placements.
Interest Expense
Interest expense increased by P=97.071 million or 9.0% to P=1.170 billion for the year ended
December 31, 2016 from = P1.073 billion registered in 2015. Higher interest expense incurred
during the year was due to the additional loans availed to finance the acquisition of the additional
aircraft delivered in 2016 and by the effect of the weakening of the Philippine Peso against the
U.S. Dollar during the current period.
Net Income
Net income for the year ended December 31, 2016 amounted to P
=9.754 billion, an increase of
122.3% from the =P4.387 billion net income earned in 2015.
Financial Position
As of December 31, 2018, the Group’s consolidated balance sheet remains solid, with net debt to
equity of 0.92 [total debt after deducting cash and cash equivalents (including financial assets
held-for-trading at fair value and available-for-sale assets) divided by total equity]. Consolidated
assets grew to P
=129.391 billion from = P109.077 billion as of December 31, 2017 as the Group
added aircraft to its fleet. Equity slightly grew to =
P40.102 billion from =P39.786 billion in the prior
year while book value per share amounted to = P66.57 as of December 31, 2018 from = P65.66 as of
December 31, 2017.
The Group’s cash requirements have been mainly sourced through cash flow from operations and
from borrowings. Net cash from operating activities amounted to P =15.287 billion per consolidated
financial statements. As of December 31, 2018, net cash used in investing activities amounted to
P
=22.907 billion per consolidated financial statements which pertains to payments in connection
with the purchase of aircraft net of proceeds from sale of aircraft. Net cash from financing
activities amounted to =
P8.460 billion which refer to proceeds from long-term debt net of
repayments and the payment of cash dividends to the Group’s stockholders.
As of December 31, 2018, except as otherwise disclosed in the financial statements and to the best
of the Group’s knowledge and belief, there are no events that will trigger direct or contingent
financial obligation that is material to the Group, including any default or acceleration of an
obligation.
Consolidated Statements of Financial Position - December 31, 2018 versus December 31, 2017
100.0% decrease in Financial Assets at fair value through profit or loss (FVPL)
Due to lower mark-to-market valuation of fuel derivative contracts resulting to a net derivative
liability position as of December 31, 2018
100.0% increase in Financial Liabilities at fair value through profit or loss (FVPL)
Due to lower mark-to-market valuation of fuel derivative contracts.
For 2018, there are no significant element of income that did not arise from the Group’s
continuing operations.
The Group generally records higher revenues in January, March, April, May and December as
festivals and school holidays in the Philippines increase the Group’s seat load factors in these
periods. Accordingly, the Group’s revenue is relatively lower in July to September due to
decreased travel during these months. Any prolonged disruption in the Group’s operations during
such peak periods could materially affect its financial condition and/or results of operations.
In addition, the Group has capital expenditure commitments which principally relate to the
acquisition of aircraft. Kindly refer to Note 30 of the Notes to Consolidated Financial Statements
for the detailed discussion on Purchase and Capital Expenditure Commitments.
As of December 31, 2017, the Group’s consolidated balance sheet remains solid, with net debt to
equity of 0.64 [total debt after deducting cash and cash equivalents (including financial assets
held-for-trading at fair value and available-for-sale assets) divided by total equity]. Consolidated
assets grew to P
=109.077 billion from = P100.514 billion as of December 31, 2016 as the Group
added aircraft to its fleet. Equity grew to =
P39.786 billion from = P33.505 billion in the prior year
while book value per share amounted to = P65.66 as of December 31, 2017 from = P55.29 as of
December 31, 2016.
The Group’s cash requirements have been mainly sourced through cash flow from operations and
from borrowings. Net cash from operating activities amounted to P =17.795 billion per consolidated
financial statements. As of December 31, 2017, net cash used in investing activities amounted to
P
=8.788 billion per consolidated financial statements which pertains to payments in connection
with the purchase of aircraft net of proceeds from sale of aircraft. Net cash used in financing
activities amounted to =
P3.747 billion which refer to repayments of long-term debt net of proceeds
and the payment of cash dividends to the Group’s stockholders.
As of December 31, 2017, except as otherwise disclosed in the financial statements and to the best
of the Group’s knowledge and belief, there are no events that will trigger direct or contingent
financial obligation that is material to the Group, including any default or acceleration of an
obligation.
- 32 -
Consolidated Statements of Financial Position - December 31, 2017 versus December 31, 2016
2.9% increase in Financial Assets at fair value through profit or loss (FVPL)
Due to higher mark-to-market valuation of fuel derivative contracts.
For 2017, there are no significant element of income that did not arise from the Group’s
continuing operations.
The Group generally records higher revenues in January, March, April, May and December as
festivals and school holidays in the Philippines increase the Group’s seat load factors in these
periods. Accordingly, the Group’s revenue is relatively lower in July to September due to
decreased travel during these months. Any prolonged disruption in the Group’s operations during
such peak periods could materially affect its financial condition and/or results of operations.
In addition, the Group has capital expenditure commitments which principally relate to the
acquisition of aircraft. Kindly refer to Note 30 of the Notes to Consolidated Financial Statements
for the detailed discussion on Purchase and Capital Expenditure Commitments.
As of December 31, 2016, the Group’s consolidated balance sheet remains solid, with net debt to
equity of 0.99 [total debt after deducting cash and cash equivalents (including financial assets
held-for-trading at fair value and available-for-sale assets) divided by total equity]. Consolidated
assets grew to P =100.514 billion from =P84.829 billion as of December 31, 2015 as the Group added
aircraft to its fleet. Equity grew to =P33.505 billion from =
P24.955 billion in the prior year while
book value per share amounted to = P55.29 as of December 31, 2016 from = P41.18 as of
December 31, 2015.
The Group’s cash requirements have been mainly sourced through cash flow from operations and
from borrowings. Net cash from operating activities amounted to = P19.322 billion. As of
December 31, 2016, net cash used in investing activities amounted to P=17.060 billion which
mainly pertains to payments in connection with the purchase of aircraft. Net cash from financing
activities amounted to =
P3.066 billion. Net cash from financing activities comprised of proceeds
from long term debt net of repayments and the payment of cash dividends to the Group’s
stockholders.
As of December 31, 2016, except as otherwise disclosed in the financial statements and to the best
of the Group’s knowledge and belief, there are no events that will trigger direct or contingent
financial obligation that is material to the Group, including any default or acceleration of an
obligation.
- 34 -
Consolidated Statements of Financial Position - December 31, 2016 versus December 31, 2015
100.0% increase in Financial Assets at fair value through profit or loss (FVPL)
Due to improved mark-to-market valuation of fuel derivative contracts.
Fuel prices have significantly decreased during in 2016 and this will have an impact on the
Group’s operating income.
For 2016, there are no significant element of income that did not arise from the Group’s
continuing operations.
The Group generally records higher revenues in January, March, April, May and December as
festivals and school holidays in the Philippines increase the Group’s seat load factors in these
periods. Accordingly, the Group’s revenue is relatively lower in July to September due to
decreased travel during these months. Any prolonged disruption in the Group’s operations during
such peak periods could materially affect its financial condition and/or results of operations.
In addition, the Group has capital expenditure commitments which principally relate to the
acquisition of aircraft. Kindly refer to Note 30 of the Notes to Consolidated Financial Statements
for the detailed discussion on Purchase and Capital Expenditure Commitments.
The Group sets certain performance measures to gauge its operating performance periodically
and to assess its overall state of corporate health. Listed below are major performance measures,
which the Group has identified as reliable performance indicators. Analyses are employed by
- 36 -
comparisons and measurements based on the financial data for the years ended December 31,
2018 and 2017:
The manner by which the Group calculates the above key performance indicators for both
year-end 2018 and 2017 is as follows:
Total Revenue The sum of revenue obtained from the sale of air
transportation services for passengers and cargo and
ancillary revenue.
Pre-tax Core Net Income Operating income after deducting net interest
expense and adding equity in net income/loss of joint
venture.
EBITDAR Margin Operating income after adding depreciation and
amortization, provision for ARO and aircraft and
engine lease expenses divided by total revenue.
Cost per ASK Operating expenses, including depreciation and
amortization expenses and the costs of operating
leases, but excluding fuel hedging effects, foreign
exchange effects, net financing charges and taxation,
divided by ASK.
Seat Load Factor Total number of passengers divided by the total
number of actual seats on actual flights flown.
As of December 31, 2018, except as otherwise disclosed in the financial statements and to the best
of the Group’s knowledge and belief, there are no known trends, demands, commitments, events
or uncertainties that may have a material impact on the Group’s liquidity.
As of December 31, 2018, except as otherwise disclosed in the financial statements and to the best
of the Group’s knowledge and belief, there are no events that would have a material adverse
impact on the Group’s net sales, revenues and income from operations and future operations.
The financial statements and schedules listed in the accompanying Index to Financial Statements
and Supplementary Schedules (page 53) are filed as part of this Form 17-A.
- 37 -
None.
SyCip Gorres Velayo & Co. (SGV & Co.) has acted as the Group’s independent public
accountant. The same accounting firm is tabled for reappointment for the current year at the
annual meeting of stockholders. The representatives of the principal accountant have always been
present at prior year’s meetings and are expected to be present at the current year’s annual meeting
of stockholders. They may also make a statement and respond to appropriate questions with
respect to matters for which their services were engaged. The current handling partner of SGV &
Co. has been engaged by the Group in 2016 and is expected to be rotated every five years.
Audit Fees
The following table sets out the aggregate fees billed for each of the last three years for
professional services rendered by SGV & Co.
The tables below set forth certain information regarding the members of the Board of Directors,
member of the advisory board and executive officers of the Group.
A. Board of Directors
Currently, the Board consists of nine members, of which three are independent directors.
Messrs. Antonio L. Go, Wee Khoon Oh and Cornelio T. Peralta are the independent directors of the
Group.
- 38 -
C. Executive Officers
The table below sets forth certain information regarding our senior consultants.
All of the above directors, advisory board member and executive officers have served their
respective offices since May 25, 2018. Mr. Ricardo J. Romulo has resigned as a director on May
21, 2018. There are no other directors who resigned or declined to stand for re-election to the
board of directors since the date of the last annual meeting of the stockholders for any reason
whatsoever.
A brief description of the business experience and other directorships held in other reporting
companies of our directors, executive officers and senior consultants are provided as follows:
John L. Gokongwei, Jr. has been a director of the Company since December 1995. He is the
founder and Chairman Emeritus of JG Summit Holdings, Inc., Universal Robina Corporation and
Robinsons Land Corporation. He is currently the Chairman of the Gokongwei Brothers
Foundation, Inc. and a director of Robinsons Retail Holdings, Inc. and Oriental Petroleum and
Minerals Corporation. He was elected a director of Manila Electric Company on March 31, 2014.
- 39 -
James L. Go has been the Chairman of the Company since May 2018 and the Chairman of JG
Summit Holdings, Inc. and Oriental Petroleum and Minerals Corporation. He is the Chairman
Emeritus of Universal Robina Corporation, Robinsons Land Corporation, JG Summit
Petrochemical Corporation and JG Summit Olefins Corporation. He is the Vice Chairman of
Robinsons Retail Holdings, Inc. and a director of Marina Center Holdings Private Limited, United
Industrial Corporation Limited and Hotel Marina City Private Limited. He is also the President
and Trustee of the Gokongwei Brothers Foundation, Inc. He has been a director of the Philippine
Long Distance Telephone Company (PLDT) since November 3, 2011. He is a member of the
Technology Strategy Committee and Advisor of the Audit Committee of the Board of Directors of
PLDT. He was elected a director of Manila Electric Company on December 16, 2013. Mr. James
L. Go received his Bachelor of Science Degree and Master of Science Degree in Chemical
Engineering from Massachusetts Institute of Technology, USA.
Lance Y. Gokongwei has been the President and Chief Executive Officer of the Company since
1997. He is the President and Chief Executive Officer of JG Summit Holdings, Inc. He is the
Chairman of Robinsons Retail Holdings, Inc., Universal Robina Corporation, Robinsons Land
Corporation, JG Summit Petrochemical Corporation, JG Summit Olefins Corporation and
Robinsons Bank Corporation. He is a Director and Vice Chairman of Manila Electric Company
and a Director of Oriental Petroleum and Minerals Corporation and United Industrial Corporation
Limited. He is also a trustee and secretary of the Gokongwei Brothers Foundation, Inc. Mr. Lance
Y. Gokongwei received a Bachelor of Science degree in Finance and a Bachelor of Science degree
in Applied Science from the University of Pennsylvania.
Jose F. Buenaventura has been a director of the Company since December 1995. He is a Senior
Partner in Romulo Mabanta Buenaventura Sayoc & de los Angeles. He is President and Director
of Consolidated Coconut Corporation. He is likewise a Director and Corporate Secretary of 2B3C
Foundation, Inc. and Peter Paul Philippines Corporation. He is also a member of the Board of
BDO Unibank, BDO Securities Corporation, Clinquant Holdings, Inc., Eximious Holdings, Inc.,
GROW, Inc., Grow Holdings, Inc., Himap Properties Corporation, La Concha Land Investment
Corp., Philippine First Insurance Co., Inc., Philplans First, Inc., Phosphene Holdings, Inc.,
Techzone Philippines, Inc., Total Consolidated Asset Management, Inc., and Turner
Entertainment Manila, Inc. Mr. Buenaventura received his Bachelor of Laws degree from the
Ateneo de Manila University and his Master of Laws degree from Georgetown University Law
Center, Washington D.C. He was admitted to the Philippine Bar in 1960.
Robina Y. Gokongwei-Pe has been a director of the Company since August 1, 2007. She is the
President and Chief Executive Officer of Robinsons Retail Holdings, Inc. She is also a director of
JG Summit Holdings, Inc., Robinsons Land Corporation, and Robinsons Bank Corporation. She is
a Trustee of the Gokongwei Brothers Foundation, Inc. and the Immaculate Conception Academy
Scholarship Fund. She was also a member of the University of the Philippines Centennial
Commission and was a former Trustee of the Ramon Magsaysay Awards Foundation. She
attended the University of the Philippines-Diliman from 1978 to 1981 and obtained a Bachelor of
Arts degree (Journalism) from New York University in 1984.
Frederick D. Go has been a director of the Company since August 1, 2007. He is currently the
President and a Director of Robinsons Land Corporation and Robinsons Recreation
Corporation. He is the Group General Manager of Shanghai Ding Feng Real Estate Development
Company Limited, Xiamen Pacific Estate Investment Company Limited, Chengdu Ding Feng
- 40 -
Real Estate Development Company Limited, and Taicang Ding Feng Real Estate Development
Group Limited. He also serves as a director of JG Summit Petrochemical Corporation, Robinsons
Bank Corporation and Cebu Light Industrial Park. He is also the Vice Chairman of the Philippine
Retailers Association. He received a Bachelor of Science degree in Management Engineering from
the Ateneo de Manila University.
Antonio L. Go has been an independent director of the Company since December 6, 2007. He
also currently serves as Director and President of Equitable Computer Services, Inc. and is the
Chairman of Equicom Savings Bank and ALGO Leasing and Finance, Inc. He is also a director of
Medilink Network, Inc., Maxicare Healthcare Corporation, Equicom Manila Holdings, Equicom
Inc., Equitable Development Corporation, United Industrial Corporation Limited, T32 Dental
Centre Singapore, Dental Implant and Maxillofacial Centre Hongkong, Oriental Petroleum and
Minerals Corporation, Pin-An Holdings, Inc., Equicom Information Technology, Robinsons
Retail Holdings, Inc., JG Summit Holdings, Inc. and Steel Asia Manufacturing Corporation. He is
also a Trustee of Go Kim Pah Foundation, Equitable Foundation, Inc., and Gokongwei Brothers
Foundation, Inc. He graduated from Youngstown University, United States with a Bachelor
Science Degree in Business Administration. He attended the International Advance Management
program at the International Management Institute, Geneva, Switzerland as well as the Financial
Planning/Control program at the ABA National School of Bankcard Management, Northwestern
University, United States.
Cornelio T. Peralta has been an independent director of the Company since May 21, 2018. He is a
director of the Securities Clearing Corporation of the Philippines, University of the East, UERM
Medical Center, Inc., Makati Commercial Estate Association, Inc., and Wan Hai Lines, Inc. He
was formerly the Chairman, CEO and President of Kimberly Clark Philippines, Inc. (1971-1998),
former President of P.T. Kimsari Paper Indonesia (1985-1998), and former Chairman & CEO of
the University of the East (1982-1984). He finished his Bachelor of Arts degree, cum laude, and
Bachelor of Laws degree from the University of the Philippines and took up Advanced
Management Program at Harvard Graduate School of Business.
Wee Khoon Oh has been an independent director of the Company since January 3, 2008. He is the
founder and managing director of Sobono Energy Private Limited and Revive Farmtech Private
Limited. He is a director of Sobono Resources Pte. Ltd., ATC Asia Pacific Pte. Ltd., and
Transcend Infrastructure Holdings Pte. Ltd. He graduated with honors from the University of
Manchester Institute of Science and Technology with a Bachelor of Science degree in Mechanical
Engineering. He obtained his Masters degree in Business Administration from the National
University of Singapore.
Garry R. Kingshott now serves as a member of the advisory board of the Group after serving as its
senior consultant since 2008. Before this, he was with Jet Lite (India) and Ansett International
Limited (Australia) as Chief Executive Officer. He has 27 years combined experience in the
aviation consultancy and the airline industry.
Bach Johann M. Sebastian has been the Senior Vice President - Chief Strategist of the Group and
Head of Corporate Strategy since May 5, 2007. He is also the Senior Vice President and Director
of Corporate Planning of JG Summit, URC and RLC. Prior to joining the Group in 2002, he was
Senior Vice President and Chief Corporate Strategist at PSI Technologies and RFM Corporation.
He was also Chief Economist and Director of the Policy and Planning Group at the Department of
Trade and Industry. He received a Bachelor of Arts degree in Economics from the University of
the Philippines and a Master’s degree in Business Management from the Asian Institute of
Management. He has 15 years of experience in the airline industry, all of which have been with
the Group.
- 41 -
Andrew L. Huang was appointed as the Chief Finance Officer of the Group on October 1, 2015.
He has over 33 years of extensive experience in Finance and Management with organizations such
as Chase Manhattan Bank, BA Finance Corp., Philippine Airlines, San Miguel Corporation and
Filinvest Development Corporation. He has previously served as Board Member and Chief
Operating Officer of Wi-Tribe Telecoms Holding, Inc. and Easter Telecommunications
Philippines, Inc. Since 2013, he has also been an Adjunct Professor of Finance at the Asian
Institute of Management where he also finished his Master’s degree in Business Management after
graduating from De La Salle University with a degree in Business Administration.
Robin C. Dui has been the Vice President - Comptroller of the Group since 1998. He was
formerly with the Audit Division of SGV & Co. for four years. He previously worked with
Philippine Airlines for 18 years as Manager - General Accounting, Director - Operations
Accounting, Director - Revenue Accounting and Vice President - Comptroller. He also previously
held the position of Director - Finance of GrandAir for one year. A Certified Public Accountant,
he obtained a Bachelor of Science degree in Business Administration. He has 38 years of
experience in the airline industry, 20 of which have been with the Group.
Capt. Samuel S. Avila II was appointed as Vice President for Flight Operations of Cebu Air, Inc.
last June 2016. Prior to this, he also served as Vice President for Flight Operations of Cebgo, Inc.
starting October 2015 and worked as Chief Pilot for the ATR fleet of Cebu Air since April 2005.
He is a graduate of Ateneo De Manila University with a Degree in AB Management Economics
and worked as airline pilot of Philippine Airlines for 6 years. He has 27 years of experience in the
airline industry, the last 20 years of which have been with the Group.
Rosita D. Menchaca has been the Vice President for Inflight Services of the Group since
May 2009 and was previously Vice President for Passenger Service from February 2007 to May
2009. She joined the Group in 1996 as a Cabin Crew Supervisor and has since been promoted
twice, first to Director, Cabin Services, on November 1999 and on May 2006 to Head of
Passenger Services. She previously worked with Philippine Airlines as a flight attendant for two
years and joined Saudi Arabian Airlines in 1985 as a Senior Flight Attendant for 8 years. She
received her Bachelor of Science degree in Psychology from Silliman University. She has 34
years of experience in the airline industry, the last 22 of which have been with the Group.
Antonio Jose L. Rodriguez was appointed as the Vice President for Safety and Quality last
September 2016 after serving as the Group’s Vice President for Airport Services from February
2016. He was also previously the Vice President for Human Resources of the Group from 2004 to
2010 and Vice President for Airport Services from 2010 to 2013. He was also a consultant for the
Group’s Long Haul project from January 2014 to February 2015. Prior to joining the Group, he
was AVP-Human Resources of Allied Thread Co. Inc. from 1990 to 1992. Before this, he was
employed with Triumph International (Phils.) Inc. from 1985 to1990. He is a graduate of
De La Salle University where he completed Lia-Com a double degree course, majoring in
Business Administration and Behavioural Sciences. He has 22 years of experience in the airline
industry, all of which have been with the Group.
Joseph G. Macagga was appointed as Vice President for Fuel, Procurement and Facilities
Management last May 2016. Before this, he held the position of Vice President for Fuel and
Cargo Operations of the Group since September 2005. He started as Manager for Purchasing and
handled Internal Audit for more than two years. He served as Audit Manager for JG Summit
Holdings, Inc. for five years and worked for the Audit Division of SGV & Co. for three years. A
Certified Public Accountant, he received his Bachelor of Science degree in Commerce, Major in
Accounting from the University of Sto. Tomas. He has 22 years of experience in the airline
industry, all of which have been with the Group.
- 42 -
Jose Alejandro B. Reyes was appointed as the Vice President for Cargo last June 2016. Prior to
that, he served as the General Manager for long-haul operations starting February 2012. He was
also the former Vice President for Commercial Planning of the Group from January 2008 to
January 2012. He previously worked as Senior Vice President of PhilWeb. Prior to this, he held
various positions with The Inquirer Group, the latest of which was Senior Vice President and
Chief Operating Officer of the Inquirer Publications, Inc. He graduated Summa Cum Laude from
Georgetown University with a Bachelor of Science degree in International Economics. He
received his Master’s degree in Business Administration from the University of Virginia. He has
11 years of experience in the airline industry, all of which have been with the Group.
Alexander G. Lao was appointed as the Vice President for Commercial Planning in February
2012. Prior to this, he served as the Director of Revenue Management from October 8, 2007 to
February 2012. Before joining the Group, he worked as Assistant Vice President of Philamlife
from August 2001 to September 2007 and as Business Development Assistant of Ayala Life from
1998 to 1999. He graduated from Ateneo De Manila University with a Bachelor of Science
degree in Legal Management. He also received his Master’s degree in Business Administration
from the Asian Institute of Management. He has 12 years of experience in the airline industry, all
of which have been with the Group.
Candice Jennifer A. Iyog has been with the Group since September 2003 and was appointed Vice
President for Marketing and Distribution on September 2008. Prior to this position, she was Vice
President for Marketing and Product from February 2007 to September 2008. She was formerly
the General Manager of Jobstreet.com and was also the marketing manager of NABISCO. She
also worked at URC as Product Manager and, as such, handled major snack food brands of URC
such as Chippy, Piattos and Nova. She received her Bachelor of Science degree in Management
from the Ateneo de Manila University. She has 15 years of experience in the airline industry, all
of which have been with the Group.
Rhea M. Villanueva was appointed as Vice President for Human Resources in June 2014. She
started with the Group as a Training Clerk on 2002, and then became an HR Assistant the year
after before she was promoted as a Supervisor in 2004 and a Manager in 2007 where she handled
Learning & Development and Training & Organizational Development. In July 2013, she took on
a higher role becoming the Director for Human Resources. Aside from these, she also worked as a
Project Manager of Double Graphics & Printers and the Marketing Officer of KMC Precision &
Trading. A graduate of Dela Salle University- College of St. Benilde, with a Bachelor of Science
degree in Business Administration, Major in Human Resources Management, she has 17 years of
experience in the airline industry, all of which have been with the Group.
Paterno S. Mantaring, Jr. was appointed as Vice President for Corporate Affairs on
December 7, 2015. He joined the Group in May 2008 as Legal Counsel and was appointed as
Director - Legal Affairs in 2011. He also concurrently assumed the role of OIC - Corporate
Affairs since January 2014. Prior to joining the Group, he held various positions with different
companies, the latest of which was a Senior Associate with Quasha Ancheta Peña & Nolasco Law
Office. He also served in some government offices such as the Department of Finance as Legal
Consultant and the Senate of the Philippines as Legislative Staff Officer. He graduated from the
University of the Philippines with a Bachelor of Arts degree in Political Science and Bachelor of
Laws.
Michael Ivan S. Shau was appointed as Vice President for Airport Services last September 2016.
He was previously the President and Chief Executive Officer of CEBGo, Inc. from October 2014
to August 2016. He joined the Group in May 2007 as Vice President for Airport and
Administration Services and was appointed Vice President for People and Administration Services
- 43 -
effective March 2010. On July 2013, he was appointed as Vice President for Ground Operations,
overseeing the following departments: Airport Services, Cargo Operations, Catering and Facilities
Management. He has been with the JG Summit Group since January 1999 and has held various
senior management positions with his last assignment as Business Unit General Manager of
Universal Robina Corporation - Packaging Division. He received a degree in Industrial
Management Engineering, Minor in Mechanical Engineering and completed all academic
requirements for a Master’s degree in Business Management, both from De La Salle University.
He has 12 years of experience in the airline industry, all of which have been with the Group.
Laureen M. Cansana was appointed as Chief Information Officer last November 7, 2016. Prior to
joining the Group, she was the Global IT Support Director for Coats, PLC from June 2013 to
March 2016. She has 28 years of experience in information technology both on the applications
and infrastructure environment. She assumed positions ranging from Chief Information Officer,
Global IT Support Head, Global Program Manager, Project Management Office Director,
Regional IT Services and Integration Director for Asia Pacific and Middle East, Regional
Applications Manager, Solutions Delivery and Applications Demand Manager and IT Consultant.
She is a graduate of De La Salle University with a Bachelor of Science degree in Computer
Science Major in Information Technology.
Ma. Elynore J. Villanueva was appointed as the Treasurer of the Group on November 2, 2015.
She started her career in the JG Summit Group in 1996 as Senior Treasury Manager for Manila
Galleria Suites. In 2003, she transferred to Big R Stores as Assistant Treasurer and was later on
moved to Universal Robina Corporation and handled Cebu Pacific. In 2010, her group was
formally transferred from URC to Cebu Pacific with her being appointed as Director - Treasury
for Cebu Pacific. Since March 2014, she also assumed a concurrent role as Director - Treasury for
CEBGo. She graduated as Cum Laude from St. La Salle University in Bacolod with a Bachelor of
Science Degree in Commerce Major in Accounting.
Rosalinda F. Rivera was appointed Corporate Secretary of the Group effective October 31, 2006.
She is also the Corporate Secretary of JG Summit Holdings, Inc., Universal Robina Corporation.
Robinsons Land Corporation, Robinsons Retail Holdings, Inc., JG Summit Petrochemical
Corporation, JG Summit Olefins Corporation and CPAir Holdings, Inc. Prior to joining the
JG Group, she was a Senior Associate at Puno and Puno Law Offices. She received a Juris Doctor
degree from the Ateneo de Manila University School of Law and a Masters of Law degree in
International Banking from the Boston University School of Law. She was admitted to the
Philippine Bar in 1995. She has nine years of experience in the airline industry, all of which have
been with the Group.
William S. Pamintuan has been the Assistant Corporate Secretary of the Company since
December 1995. He is currently the First Vice President and Deputy General Counsel, Assistant
Corporate Secretary, Compliance Officer, Head, Legal and Corporate Governance and
Compliance Office and Chief Data Privacy Officer of Manila Electric Company. Atty. Pamintuan
is the Corporate Secretary of Meralco PowerGen Corporation, Atimonan One Energy, Inc.,
Calamba Aero Power Corporation, Kalilayan Power, Inc., MPG Mauban LP Corporation, MPG
Asia Ltd., Redondo Peninsula Energy, Inc., St. Raphael Power Generation Corporation, First
Pacific Leadership Academy, Inc., MRAIL, Inc., and Meralco Industrial Engineering Services
Corporation.. He also serves as Director of Atimonan Land Ventures Development Corporation,
MPG Holdings Phils., Inc., Radius Telecoms, Inc., MSpectrum, Inc., Pure Meridian Hydropower
Corporation, Comstech Integration Alliance, Inc., Meridian Atlantic Light Company Ltd., PMHC
Pulanai Inc., PMHC Lalawinan Inc., Aurora Managed Power Services, Inc., eSakay, Inc., M
Pioneer Insurance, Inc., Aclara Meters Philippines and Lighthouse Overseas Insurance Limited.
He is a trustee of Meralco Pension Fund and Meralco Power Foundation, Inc. He is a former
- 44 -
Trustee of Shareholders’ Association of the Philippines, Inc. He is a Vice Chair of MAP Energy
Committee. He is currently the Officer-in-Charge and Acting President of Meralco Energy, Inc.
He was a former Corporate Secretary and Senior Vice President of Digital Telecommunications
Phils., Inc. and Digitel Mobile Phils., Inc.; and General Manager of Digitel Crossing, Inc. He is a
member of the UP Vanguard, Inc., Management Association of the Philippines, Integrated Bar of
the Philippines and Philippine Bar Association. Atty. Pamintuan holds a Bachelor of Arts degree
in Political Science and a Bachelor of Laws degree from the University of the Philippines. He has
24 years of experience in the airline industry, all of which have been with the Group.
Michael B. Szucs is the Group’s Chief Executive Adviser. He provides advice to the President
with respect to fare structuring, cost management, route development and market entry strategies.
He has previously worked with British Airways and EasyJet in the UK and has also been the
Chief Executive Officer of Viva Aerobus in Mexico, Spanair in Spain, VivaColumbia in Columbia
and Al Maha in Saudi Arabia. He holds a first class honors degree in Aeronautical Engineering
from Manchester University, UK.
Rick S. Howell is the Group’s Executive Adviser - Risk. Prior to that, he was the Operations
Adviser for Long Haul Operations from August 2012 to May 2013. He received a Bachelor’s
degree in Pure Mathematics & Aerodynamics at the University of Melbourne. He also graduated
with credit from Royal Australian Air force Academy in 1985, where he served as a Flying
Instructor, Maritime Patrol Commander and a Low-level aerobic display pilot until 1992. Then,
he became a Boeing 737 First Officer at QANTAS Airways and an Airbus 330 & 340 Captain for
Emirates Airline. Moreover, he was also appointed as the Chief Operating Officer for
SkyAirWorld and the General Manager for Flight Operations and Commercial Planning for Virgin
Australia. Before returning to the Group, he was the Chief Operating Officer of Air North.
Combining his experience, he has 37 years of expertise in the airline industry.
The Group’s executive officers can be reached at its business office at the Cebu Pacific Building,
Domestic Road, Barangay 191, Zone 20, Pasay City.
Javier Luis Massot Ramis de Ayreflor is the Group’s Executive Adviser – Airport Services
Department. He has 20 years of experience in the aviation industry working with companies such
as Jetstar Airway Singapore as Head of Airport and Network Operations, Qatar Airways as Vice
President for the Doha Hub, Etihad Airport Services Ground as General Manager for Hub
Operations and Bangalor International Airport in India as SVP for Airport Operations to name a
few. Prior to joining the Group, he served MIASCOR Ground Handling as Chief Executive
Adviser.
To the best of the Group’s knowledge and belief and after due inquiry, none of the Group’s
directors, nominees for election as director, or executive officer have in the past five years: (i) had
any petition filed by or against any business of which such person was a general partner or
executive officer either at the time of the bankruptcy or within a two year period of that time; (ii)
convicted by final judgment in a criminal proceeding, domestic or foreign, or have been subjected
to a pending judicial proceeding of a criminal nature, domestic or foreign, excluding traffic
violations and other minor offences; (iii) subjected to any order, judgment, or decree, not
subsequently reversed, suspended or vacated, of any court of competent jurisdiction, domestic or
foreign, permanently or temporarily enjoining, barring, suspending or otherwise limiting their
involvement in any type of business, securities, commodities or banking activities; or (iv) found
by a domestic or foreign court of competent jurisdiction (in a civil action), the Philippine SEC or
comparable foreign body, or a domestic or foreign exchange or other organized trading market or
- 45 -
self-regulatory organization, to have violated a securities or commodities law or regulation and the
judgment has not been reversed, suspended, or vacated.
Family Relationship
Standard Arrangements
Other than payment of reasonable per diem as may be determined by the Board for every meeting,
there are no standard arrangements pursuant to which directors of the Group are compensated, or
are to be compensated, directly or indirectly, for any services provided as a director for the last
completed year and the ensuing year.
Other Arrangements
There are no other arrangements pursuant to which directors of the Group are compensated, or are
to be compensated, directly or indirectly, for any services provided as a director for the last
completed year and the ensuing year.
There are no agreements between the Group and its directors and executive officers providing for
benefits upon termination of employment, except for such benefits to which they may be entitled
under the Group’s pension plans.
There are no outstanding warrants or options held by the Group’s CEO, the named executive
officers, and all officers and directors as a group.
- 47 -
Item 11. Security Ownership of Certain Record and Beneficial Owners and Management
As of December 31, 2018, the Group knows no one who beneficially owns in excess of 5% of the
Group’s common stock except as set forth in the table below.
Notes:
1. CPAir Holdings, Inc. is a wholly-owned subsidiary of JG Summit Holdings, Inc. Under the By-Laws of CPAir
Holdings, Inc., the President is authorized to represent the corporation at all functions and proceedings. The
incumbent President of CPAir Holdings, Inc. is Mr. Lance Y. Gokongwei.
2. PCD Nominee Corporation is the registered owner of the shares in the books of the Corporation’s transfer agent.
PCD Nominee Corporation is a corporation wholly-owned by Philippine Depository and Trust Corporation, Inc.
(formerly the Philippine Central Depository) (“PDTC”), whose sole purpose is to act as nominee and legal title holder
of all shares of stock lodged in the PDTC. PDTC is a private corporation organized to establish a central depository
in the Philippines and introduce scripless or book-entry trading in the Philippines. Under the current system of the
PDTC, only participants (brokers and custodians) are recognized by PDTC as the beneficial owners of the lodged
shares. Each beneficial owner of shares through his participant is the beneficial owner to the extent of the number of
shares held by such participant in the records of the PCD Nominee.
3. Out of the PCD Nominee Corporation account, “Citibank N.A.” and “The Hongkong and Shanghai Banking Corp.
Ltd. – Clients Account” holds for various trust accounts the following shares of the Corporation as of December 31,
2018:
Amount &
nature of
Title of Name of beneficial % to Total
Position beneficial Citizenship
Class Owner Outstanding
ownership
(Direct)
Named Executive Officers1
Common 1. Lance Y. Gokongwei Director, President 1 Filipino *
and CEO
- 2. Andrew L. Huang Chief Finance - Filipino/ -
Officer Canadian
- 3. Alexander G. Lao Vice President - Filipino -
- 4. Jose Alejandro B. Reyes Vice President - Filipino -
- 5. Michael Ivan S. Shau Vice President 5,000 Filipino *
Subtotal 5,001 -
As of December 31, 2018, there are no persons holding more than 5% of a class under a voting
trust or similar agreement.
As of December 31, 2018, there has been no change in the control of the Group since the
beginning of its last fiscal year.
The Group, in its regular conduct of business, had engaged in transactions with its ultimate parent
company, its joint venture and affiliates. See Note 27 (Related Party Transactions) of the Notes to
the Consolidated Financial Statements in the accompanying Audited Financial Statements filed as
part of this Form 17-A.
- 49 -
The Group adheres to the principles and practices of good corporate governance, as embodied in
its Corporate Governance Manual, Code of Ethics and related SEC Circulars. Continuous
improvement and monitoring of governance and management policies have been undertaken to
ensure that the Group observes good governance and management practices. This is to assure the
shareholders that the Group conducts its business with the highest level of integrity, transparency
and accountability.
The Group likewise consistently strives to raise its financial reporting standards by adopting and
implementing prescribed Philippine Financial Reporting Standards (PFRSs).
Exhibits
SUPPLEMENTARY SCHEDULES
A. Financial Assets (Current Marketable Equity and Debt Securities and Other Short-Term Cash
Investments)
B. Amounts Receivable from Directors, Officers, Employees,
Related Parties and Principal Stockholders (Other than Related parties)
C. Noncurrent Marketable Equity Securities, Other Long-Term Investments in Stocks and Other
Investments*
D. Amounts Receivable from Related Parties which are eliminated during the Consolidation of
Financial Statements*
E. Indebtedness of Unconsolidated Subsidiaries and Affiliates*
F. Property and Equipment
G. Accumulated Depreciation
H. Intangible Assets - Other Assets*
I. Long-Term Debt
J. Indebtedness to Affiliates and Related Parties*
K. Guarantees of Securities of Other Issuers*
L. Capital Stock
* These schedules, which are required by SRC Rule 68, have been omitted because they are either not
required, not applicable or the information required to be presented is included/shown in the related
consolidated financial statements or in the notes thereto.
- 54 -
II. Schedule of all of the effective standards and interpretations (Part 1, 4J)
IV. Map of the relationships of the companies within the group (Part 1, 4H)
Opinion
We have audited the consolidated financial statements of Cebu Air, Inc. and its Subsidiaries (the Group),
which comprise the consolidated statements of financial position as at December 31, 2018 and 2017, and
the consolidated statements of comprehensive income, consolidated statements of changes in equity and
consolidated statements of cash flows for each of the three years in the period ended December 31, 2018,
and notes to the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects,
the financial position of the Group as at December 31, 2018 and 2017, and their financial performance
and their cash flows for each of the three years in the period ended December 31, 2018 in accordance with
Philippine Financial Reporting Standards (PFRSs).
We conducted our audits in accordance with Philippine Standards on Auditing (PSAs). Our
responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit
of the Consolidated Financial Statements section of our report. We are independent of the Group in
accordance with the Code of Ethics for Professional Accountants in the Philippines (the Code of Ethics)
together with the ethical requirements that are relevant to our audit of the consolidated financial
statements in the Philippines, and we have fulfilled our other ethical responsibilities in accordance with
these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the consolidated financial statements of the current period. These matters were addressed in the
context of our audit of the consolidated financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters. For each matter below, our
description of how our audit addressed the matter is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s Responsibilities for the Audit of the
Consolidated Financial Statements section of our report, including in relation to these matters.
Accordingly, our audit included the performance of procedures designed to respond to our assessment of
the risks of material misstatement of the consolidated financial statements. The results of our audit
procedures, including the procedures performed to address the matters below, provide the basis for our
audit opinion on the accompanying consolidated financial statements.
*SGVFS033667*
A member firm of Ernst & Young Global Limited
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On January 1, 2018, the Group adopted PFRS 15, Revenue from Contracts with Customers. PFRS 15
establishes a new five-step model that will apply to revenue arising from contracts with customers. Under
PFRS 15, revenue is recognized at an amount that reflects the consideration to which an entity expects to
be entitled in exchange for transferring goods or services to a customer. The Group applied the modified
retrospective approach in adopting PFRS 15. The Group recorded transition adjustments that decreased
retained earnings as of January 1, 2018 by P=630.1 million, as well as recognition of deferred ancillary
revenue of the same amount.
The Group’s adoption of PFRS 15 is significant to our audit as it has a significant impact on the timing of
recognition of certain ancillary fees (these are fees from flight and booking services). Under PFRS 15,
these are deferred until the service has been rendered to the passengers according to flight schedule,
whereas under PAS 18, Revenue, these were recognized at the time of booking. Also, the amounts of
passenger service revenue, baggage fees and other ancillary fees, which are scoped in under PFRS 15, are
material to the consolidated financial statements and these consist of high volume of transactions being
processed and captured from various distribution channels and locations. In addition, the determination
of the earned and unearned passenger service revenue is highly dependent on the Group’s information
technology (IT) systems.
The disclosures related to the adoption of PFRS 15 are included in Note 3 to the consolidated financial
statements.
Audit response
We included internal specialist in our team to assist us in understanding and testing the controls over
the Group’s IT systems and revenue recognition process which includes passenger service revenue,
baggage fees and other ancillary fees. This includes testing the controls over the capture and recording
of revenue transactions, authorization of rate changes and the input of these information to the revenue
system, and mapping of bookings from unearned to earned passenger service revenue when passengers
are flown. We assessed the information produced by the Group’s IT systems and tested the reports
generated by these systems that are used to defer or recognize passenger service revenue, baggage fees
and other ancillary fees. Also, on a sample basis, we tested journal entries related to these accounts
through inspection of underlying source documentation. Also, we checked the appropriateness of the
transition adjustments and assessed the completenesss of the disclosures made in the consolidated
financial statements.
As of December 31, 2018, the Group operates twenty-two (22) aircraft under operating leases. Under the
terms of the operating lease arrangements, the Group is contractually required under various lease
contracts to either restore certain leased aircraft to its original condition at its own cost or to bear a
proportionate cost of restoration at the end of the contract period. Refer to Notes 5, 19 and 30 of the
consolidated financial statements.
Management estimates the overhaul, restoration and redelivery costs and accrues such costs over the lease
term. The calculation of such costs includes management assumptions and estimates in respect of the
anticipated rate of aircraft utilization which includes flying hours and flying cycles and calendar months
of the asset as used. These aircraft utilization and calendar months affect the extent of the restoration
*SGVFS033667*
A member firm of Ernst & Young Global Limited
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work that will be required and the expected costs of such overhaul, restoration and redelivery at the end of
the lease term. Given the significant amounts of these provisions and the extent of management judgment
and estimates required, we considered this area as a key audit matter.
Audit response
We obtained an understanding of management’s process over estimating asset retirement obligation for
aircraft held under operating leases and tested the relevant controls. We recalculated the asset retirement
obligation and evaluated the key assumptions adopted by management in estimating the asset retirement
obligation for each aircraft by discussing with the Group’s relevant fleet maintenance engineers the
aircraft utilization statistics. In addition, we obtained an understanding of the redelivery terms of
operating leases by comparing the estimated costs and comparable actual costs incurred by the Group
from previous similar restorations.
Other Information
Management is responsible for the other information. The other information comprises the
SEC Form 17-A for the year ended December 31, 2018 but does not include the consolidated financial
statements and our auditor’s report thereon, which we obtained prior to the date of this auditor’s report,
and the SEC Form 20-IS (Definitive Information Statement) and Annual Report for the year ended
December 31, 2018, which is expected to be made available to us after that date.
Our opinion on the consolidated financial statements does not cover the other information and we do not
and will not express any form of assurance conclusion thereon.
In connection with our audits of the consolidated financial statements, our responsibility is to read the
other information identified above and, in doing so, consider whether the other information is materially
inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or
otherwise appears to be materially misstated.
If, based on the work we have performed on the other information that we obtained prior to the date of
this auditor’s report, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Consolidated
Financial Statements
Management is responsible for the preparation and fair presentation of the consolidated financial
statements in accordance with PFRSs, and for such internal control as management determines is
necessary to enable the preparation of consolidated financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Group’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless management either intends to liquidate the Group or to
cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Group’s financial reporting process.
*SGVFS033667*
A member firm of Ernst & Young Global Limited
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Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with PSAs will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the
aggregate, they could reasonably be expected to influence the economic decisions of users taken on the
basis of these consolidated financial statements.
As part of an audit in accordance with PSAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
∂ Identify and assess the risks of material misstatement of the consolidated financial statements, whether
due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting
a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may
involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.
∂ Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Group’s internal control.
∂ Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.
∂ Conclude on the appropriateness of management’s use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to
the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may cause the Group to cease to continue as a
going concern.
∂ Evaluate the overall presentation, structure and content of the consolidated financial statements,
including the disclosures, and whether the consolidated financial statements represent the underlying
transactions and events in a manner that achieves fair presentation.
∂ Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the consolidated financial statements.
We are responsible for the direction, supervision and performance of the audit. We remain solely
responsible for our audit opinion.
*SGVFS033667*
A member firm of Ernst & Young Global Limited
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We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
From the matters communicated with those charged with governance, we determine those matters that
were of most significance in the audit of the consolidated financial statements of the current period and
are therefore the key audit matters. We describe these matters in our auditor’s report unless law or
regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse consequences of
doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partner on the audit resulting in this independent auditor’s report is Wenda Lynn M.
Loyola.
*SGVFS033667*
A member firm of Ernst & Young Global Limited
CEBU AIR, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
December 31
2018 2017
ASSETS
Current Assets
Cash and cash equivalents (Note 7) =16,892,650,545
P =15,613,544,506
P
Receivables (Note 9) 2,607,900,691 1,900,482,578
Financial assets at fair value through profit or loss (Note 8) – 454,400,088
Expendable parts, fuel, materials and supplies (Note 10) 2,010,145,500 1,613,690,533
Other current assets (Note 11) 4,433,968,752 2,108,954,919
Total Current Assets 25,944,665,488 21,691,072,624
Noncurrent Assets
Property and equipment (Notes 12 and 32) 95,099,591,115 81,279,292,387
Investments in joint ventures and an associate (Note 13) 943,781,695 840,972,438
Goodwill (Note 14) 566,781,533 566,781,533
Deferred tax assets - net (Note 25) 1,484,018,621 891,004,853
Other noncurrent assets (Note 15) 5,352,644,064 3,807,544,443
Total Noncurrent Assets 103,446,817,028 87,385,595,654
TOTAL ASSETS =129,391,482,516
P =109,076,668,278
P
*SGVFS033667*
CEBU AIR, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
REVENUE
Sale of air transportation services
Passenger P
=54,259,795,992 =49,931,290,735
P =46,592,511,272
P
Cargo 5,491,327,591 4,603,543,430 3,563,752,865
Ancillary revenue (Note 21) 14,362,653,302 13,494,297,261 11,743,014,755
74,113,776,885 68,029,131,426 61,899,278,892
EXPENSES
Flying operations (Notes 10 and 22) 29,912,106,516 23,861,060,267 19,694,348,716
Aircraft and traffic servicing (Note 22) 8,111,170,564 7,706,352,539 6,577,984,803
Repairs and maintenance (Notes 10 and 22) 8,067,957,794 7,552,583,483 6,530,857,486
Depreciation and amortization (Note 12) 7,479,321,315 6,839,363,607 5,998,695,417
Aircraft and engine lease (Note 30) 5,650,909,509 4,635,003,450 4,253,724,294
Reservation and sales (Note 22) 3,829,521,057 3,674,592,703 3,211,696,086
Passenger service 1,654,730,940 1,515,192,403 1,567,730,427
General and administrative (Note 23) 2,358,173,730 2,110,704,952 1,813,043,477
67,063,891,425 57,894,853,404 49,648,080,706
*SGVFS033667*
CEBU AIR, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Remeasurement
Capital Paid in Loss on
Excess of Par Retirement Retained Earnings
Common Stock Value Treasury Stock Liability Appropriated Unappropriated Total
(Note 20) (Note 20) (Note 20) (Note 24) (Note 20) (Note 20) Total Equity
Balance at January 1, 2018 P
= 613,236,550 P
= 8,405,568,120 (P
= 529,319,321) (P
= 147,193,496) P
= 18,300,000,000 P
= 13,143,287,513 P
= 31,443,287,513 P
= 39,785,579,366
Effect of the adoption of PFRS 15, Revenue
from Contracts with Customers (Note 3) – – – – – (630,090,664) (630,090,664) (630,090,664)
Balance at January 1, 2018, as restated 613,236,550 8,405,568,120 (529,319,321) (147,193,496) 18,300,000,000 12,513,196,849 30,813,196,849 39,155,488,702
Net income – – – − – 3,922,744,538 3,922,744,538 3,922,744,538
Other comprehensive income – – – 6,907,417 − – – 6,907,417
Total comprehensive income – – – 6,907,417 – 3,922,744,538 3,922,744,538 3,929,651,955
Reversal of appropriations – – – – (18,300,000,000) 18,300,000,000 – –
Appropriation of retained earnings (Note 20) – – – – 22,000,000,000 (22,000,000,000) – –
Dividend declaration (Note 20) – – – – – (2,726,789,985) (2,726,789,985) (2,726,789,985)
Treasury stock – – (256,217,393) – – – – (256,217,393)
Balance at December 31, 2018 P
= 613,236,550 P
= 8,405,568,120 (P
= 785,536,714) (P
= 140,286,079) P
= 22,000,000,000 P
= 10,009,151,402 P
= 32,009,151,402 P
= 40,102,133,279
*SGVFS033667*
CEBU AIR, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
*SGVFS033667*
CEBU AIR, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Corporate Information
Cebu Air, Inc. (the Parent Company) was incorporated and organized in the Philippines on
August 26, 1988 to carry on, by means of aircraft of every kind and description, the general business
of a private carrier or charter engaged in the transportation of passengers, mail, merchandise and
freight, and to acquire, purchase, lease, construct, own, maintain, operate and dispose of airplanes and
other aircraft of every kind and description, and also to own, purchase, construct, lease, operate and
dispose of hangars, transportation depots, aircraft service stations and agencies, and other objects and
service of a similar nature which may be necessary, convenient or useful as an auxiliary to aircraft
transportation. The principal place of business of the Parent Company is at 2nd Floor, Doña Juanita
Marquez Lim Building, Osmeña Boulevard, Cebu City.
The Parent Company has eight special purpose entities (SPE) that it controls, namely: Boracay
Leasing Limited (BLL), Surigao Leasing Limited (SLL), Panatag One Aircraft Leasing Limited
(POALL), Panatag Two Aircraft Leasing Limited (PTALL), Summit C Aircraft Leasing Limited
(SCALL), Tikgi One Aviation Designated Activity Company (TOADAC), Summit D Aircraft
Leasing Limited (SDALL) and CAI Limited (CL). Other than CL, these are SPEs in which the
Parent Company does not have equity interest, but have entered into finance lease arrangements with
for funding of various aircraft deliveries (Notes 12, 18 and 30).
On March 20, 2014, the Parent Company acquired 100% ownership of CEBGO, Inc. (CEBGO)
(Note 14). The Parent Company, its eight SPEs and CEBGO (collectively known as the Group) are
consolidated for financial reporting purposes (Note 2).
In May 2017, the Parent Company lost control over Ibon Leasing Limited (ILL) due to loss of power
to influence the relevant activities of ILL as the result of the sale of aircraft to third party (Note 12).
Accordingly, the Parent Company derecognized its related assets and liabilities in its consolidated
financial statements.
In April 2018, Cebu Aircraft Leasing Limited (CALL) and Sharp Aircraft Leasing Limited (SALL)
were dissolved due to the sale of aircraft to third parties (Note 12).
In October 2018, Panatag Three Aircraft Leasing Limited (PTHALL) was dissolved due to
refinancing of the related loans.
In December 2018, Summit A Aircraft Leasing Limited (SAALL) and Summit B Aircraft Leasing
Limited (SBALL) were dissolved due to refinancing of the related loans. Vector Aircraft Leasing
Limited (VALL) was subsequently dissolved due to sale of three (3) A320 aircraft to third parties that
have been leased back by the Parent Company (Note 12).
The Parent Company’s common stock was listed with the Philippine Stock Exchange (PSE) on
October 26, 2010, the Parent Company’s initial public offering (IPO) (Note 20).
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The Parent Company’s ultimate parent is JG Summit Holdings, Inc. (JGSHI). The Parent Company
is 66.15%-owned by CP Air Holdings, Inc. (CPAHI).
In 1991, pursuant to Republic Act (R.A.) No. 7151, the Parent Company was granted a franchise to
operate air transportation services, both domestic and international. In August 1997, the Office of the
President of the Philippines gave the Parent Company the status of official Philippine carrier to
operate international services. In September 2001, the Philippine Civil Aeronautics Board (CAB)
issued the permit to operate scheduled international services and a certificate of authority to operate
international charters.
The Parent Company is registered with the Board of Investments (BOI) as a new operator of air
transport on a pioneer and non-pioneer status. Under the terms of the registration and subject to
certain requirements, the Parent Company is entitled to certain fiscal and non-fiscal incentives,
including among others, an income tax holiday (ITH) which extends for a period of four (4) to
six (6) years for each batch of aircraft registered to BOI (Notes 25 and 32).
Prior to the grant of the ITH and in accordance with the Parent Company’s franchise, which extends
up to year 2031:
a. The Parent Company is subject to franchise tax of five percent (5%) of the gross revenue derived
from air transportation operations. For revenue earned from activities other than air
transportation, the Parent Company is subject to corporate income tax and to real property tax.
b. In the event that any competing individual, partnership or corporation received and enjoyed tax
privileges and other favorable terms which tended to place the Parent Company at any
disadvantage, then such privileges shall have been deemed by the fact itself of the Parent
Company’s tax privileges and shall operate equally in favor of the Parent Company.
On May 24, 2005, the Reformed-Value Added Tax (R-VAT) law was signed as R.A. No. 9337 or the
R-VAT Act of 2005. The R-VAT law took effect on November 1, 2005 following the approval on
October 19, 2005 of Revenue Regulations (RR) No. 16-2005, which provides for the implementation
of the rules of the R-VAT law. Among the relevant provisions of R.A. No. 9337 are the following:
The consolidated financial statements of the Group have been prepared on a historical cost basis,
except for financial assets and financial liabilities at fair value through profit or loss (FVPL) that have
been measured at fair value.
The consolidated financial statements of the Group are presented in Philippine Peso (P
= or Peso), the
Parent Company’s functional and presentation currency. All amounts are rounded to the nearest
Peso, unless otherwise indicated.
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Statement of Compliance
The consolidated financial statements of the Group have been prepared in compliance with Philippine
Financial Reporting Standards (PFRSs).
Basis of Consolidation
The consolidated financial statements as of December 31, 2018 and 2017 represent the consolidated
financial statements of the Parent Company, the SPEs that it controls and its wholly owned subsidiary
CEBGO.
The Parent Company controls an investee if, and only if, the Parent Company has:
∂ Power over the investee (that is, existing rights that give it the current ability to direct the relevant
activities of the investee);
∂ Exposure, or rights, to variable returns from its involvement with the investee; and
∂ The ability to use its power over the investee to affect the amount of the investor’s returns.
When the Parent Company has less than a majority of the voting or similar rights of an investee, the
Parent Company considers all relevant facts and circumstances in assessing whether it has power over
an investee, including:
∂ The contractual arrangement with the other vote holders of the investee;
∂ Rights arising from other contractual arrangements; and
∂ The Parent Company’s voting rights and potential voting rights.
The Parent Company reassesses whether or not it controls an investee if facts and circumstances
indicate that there are changes to one or more of the three elements of control. Consolidation of a
subsidiary begins when the Parent Company obtains control over the subsidiary and ceases when the
Parent Company loses control of the subsidiary. Assets, liabilities, income and expenses of the
subsidiary acquired or disposed of during the year are included in the consolidated financial
statements from the date the Parent Company gains control until the date the Parent Company ceases
to control the subsidiary.
Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity
holders of the Parent Company of the Group and to the non-controlling interests, even if this results in
the non-controlling interests having a deficit balance. The financial statements of the subsidiaries are
prepared for the same reporting date as the Parent Company, using consistent accounting policies.
All intragroup assets, liabilities, equity, income and expenses and cash flows relating to transactions
between members of the Group are eliminated on consolidation.
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an
equity transaction. If the Parent Company loses control over a subsidiary, it derecognizes the related
assets (including goodwill), liabilities, non-controlling interest and other components of equity, while
any resulting gain or loss is recognized in profit or loss. Any investment retained is recognized at fair
value.
The accounting policies adopted are consistent with those of the previous financial year, except for
the adoption of new standards and amendments effective as of January 1, 2018. The Group did not
early adopt any other standard, interpretation or amendment that has been issued but is not yet
effective.
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The Group applied PFRS 9, Financial Instruments, and PFRS 15, Revenue from Contracts with
Customers, effective January 1, 2018. The nature and effect of these changes are disclosed below.
The Group applied PFRS 9 using the modified retrospective approach, with an initial application
dated January 1, 2018. The Group has not restated the comparative information, which continues
to be reported under PAS 39. There are no differences arising from the adoption of PFRS 9 to be
recognized directly in retained earnings.
The Company adopted the classification and measurement, impairment and hedge accounting
requirements of the standard as follows:
The assessment of the Group’s business model was made as of the date of initial application,
January 1, 2018. The assessment of whether contractual cash flows on debt instruments are
solely comprised of principal and interest was made based on the facts and circumstances as
at the initial recognition of the assets. The classification and measurement requirements of
PFRS 9 did not have a significant impact on the Group. The Group continues measuring at
amortized cost all financial assets and liabilities previously held at amortized cost under
PAS 39.
ƒ Impairment
The adoption of PFRS 9 has changed the Group’s accounting for impairment losses for
financial assets by replacing PAS 39’s incurred loss approach with a forward-looking
expected credit loss (ECL) approach. PFRS 9 requires the Group to recognize an allowance
for ECLs for all debt instruments not held at FVPL and contract assets, if any.
The adoption of PFRS 9 did not have a significant impact on the Group’s impairment
allowances on its debt instruments as of January 1, 2018 and for the year ended December 31,
2018 because:
a. Cash and cash equivalents’ credit grade, excluding cash on hand, are high grade based on
the Group’s internal grading system which kept the probability of default at a minimum;
b. Receivables are all current; and
c. Refundable deposits pertain to the amounts provided to lessors to be refunded upon
termination of agreement. These deposits are recognized under ‘Other noncurrent assets’
in the consolidated statement of financial position. Effect of PFRS 9 impairment
allowance is not material to the Group.
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ƒ Hedge Accounting
The new hedge accounting model under PFRS 9 aims to simplify hedge accounting, align the
accounting for hedge relationships more closely with an entity’s risk management activities
and permit hedge accounting to be applied more broadly to a greater variety of hedging
instruments and risks eligible for hedge accounting.
The adoption of the new hedge accounting requirements did not have an impact on the
Group’s consolidated financial statements as it does not apply hedge accounting.
ƒ Transition to PFRS 9
A reconciliation between the carrying amounts of financial assets under PAS 39 classification
to the balances reported under PFRS 9 classification as at January 1, 2018 is presented below.
The Group’s adoption of PFRS 9 has no impact on its financial liabilities.
PFRS 15 requires entities to exercise judgment, taking into consideration all of the relevant facts
and circumstances when applying each step of the model to contracts with their customers. The
standard also specifies the accounting for the incremental costs of obtaining a contract and the
costs directly related to fulfilling a contract. In addition, the standard requires extensive
disclosures.
The Group adopted PFRS 15 using a modified retrospective approach with the date of initial
application of January 1, 2018. Under this method, the standard can be applied either to all
contracts at the date of initial application or only to contracts that are not completed at this date.
The Group elected to apply the standard to all contracts that are not completed as of
January 1, 2018.
The cumulative effect of initially applying PFRS 15 is recognized at the date of initial application
as an adjustment to the opening balance of ‘Retained earnings’. Therefore, the comparative
information was not restated and continues to be reported under PAS 18, Revenue, International
Financial Reporting Interpretations Committee (IFRIC) 13, Customer Loyalty Programs, and
related interpretations.
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Transition to PFRS 15
Before the adoption of PFRS 15, certain ancillary fees (these are fees from flight and booking
fees) are recognized at the time of booking. Upon the adoption of PFRS 15, these ancillary fees
are deferred until the services have been rendered to the passengers.
Increase/
(Decrease)
Liabilities
Unearned transportation revenue (Note 17) =630,090,664
P
Equity
Retained earnings (P
=630,090,664)
Set out below are the amounts by which each financial statement line item is affected as of and
for the year ended December 31, 2018 as a result of the adoption of PFRS 15. The adoption of
PFRS 15 did not have a material impact on OCI or on the Group’s operating, investing and
financing cash flows.
The adoption of the following pronouncements did not have any significant impact on the Group’s
financial position or performance:
∂ Amendments to PFRS 2, Share-based Payment, Classification and Measurement of Share-based
Payment Transactions
∂ Amendments to PFRS 4, Insurance Contracts, Applying PFRS 9, Financial Instruments, with
PFRS 4
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∂ Amendments to PAS 28, Measuring an Associate or Joint Venture at Fair Value (Part of Annual
Improvements to PFRSs 2014 - 2016 Cycle)
∂ Amendments to PAS 40, Investment Property, Transfers of Investment Property
∂ Philippine Interpretation IFRIC-22, Foreign Currency Transactions and Advance Consideration
The fair value is the price that would be received to sell an asset in an ordinary transaction between
market participants at the measurement date. The fair value measurement is based on the
presumption that the transaction to sell the asset or transfer the liability takes place either:
The principal or the most advantageous market must be accessible to the Group. The fair value of an
asset or liability is measured using the assumptions that market participants would use when pricing
the asset or liability assuming that market participants act in their economic best interest.
The Group uses valuation techniques that are appropriate in the circumstances and for which
sufficient data are available to measure fair value, maximizing the use of relevant observable inputs
and minimizing the use of unobservable inputs.
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All assets and liabilities for which fair value is measured or disclosed in the consolidated financial
statements are categorized within the fair value hierarchy, described as follows, based on the lowest
level input that is significant to the fair value measurement as a whole:
∂ Level 1: Quoted (unadjusted) market prices in active markets for identical assets or liabilities.
∂ Level 2: Valuation techniques for which the lowest level input that is significant to the
measurement is directly or indirectly observable.
∂ Level 3: Valuation techniques for the lowest level input that is significant to the fair value
measurement is unobservable.
For assets and liabilities that are recognized in the consolidated financial statements at fair value on a
recurring basis, the Group determines whether transfers have occurred between levels in the hierarchy
by reassessing categorization (based on the lowest level input that is significant to the fair value
measurement as a whole) at the end of each reporting period.
The classification of financial assets at initial recognition depends on the financial asset’s contractual
cash flow characteristics and the Group’s business model for managing them. The Group initially
measures a financial asset at its fair value plus, in the case of a financial asset not at FVPL,
transaction costs. Trade receivables are measured at the transaction price determined under PFRS 15.
In order for a financial asset to be classified and measured at amortized cost or fair value through
OCI, it needs to give rise to cash flows that are solely payment of principal and interest (SPPI) on the
principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an
instrument level.
The Group’s business model for managing financial assets refers to how it manages its financial
assets in order to generate cash flows. The business model determines whether cash flows will result
from collecting contractual cash flows, selling the financial assets, or both.
Purchases or sales of financial assets that require delivery of assets within a time frame established by
regulation or convention in the market place (regular way trades) are recognized on the trade date,
that is, the date that the Group commits to purchase or sell the asset.
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Other financial liabilities are initially recognized at fair value, net of directly attributable transaction
costs.
∂ The financial asset is held within a business model with the objective to hold financial assets
in order to collect contractual cash flows; and
∂ The contractual terms of the financial asset give rise on specified dates to cash flows that are
SPPI on the principal amount outstanding.
Financial assets at amortized cost are subsequently measured using the effective interest rate
(EIR) method and are subject to impairment. Gains or losses are recognized in profit or loss
when the asset is derecognized, modified or impaired.
This accounting policy applies primarily to the Group’s cash and cash equivalents (excluding
cash on hand), receivables and certain refundable deposits.
FVPL are carried in the statement of financial position at fair value with net changes in fair value
recognized in profit or loss.
The Group’s financial assets and liabilities at FVPL consist of derivative liabilities as of
December 31, 2018.
After initial measurement, other financial liabilities are measured at amortized cost using the EIR
method. Amortized cost is calculated by taking into account any discount or premium on the
acquisition and fees or costs that are an integral part of the EIR.
This accounting policy applies primarily to the Group’s accounts payable and other accrued
liabilities, long-term debt and other obligations that meet the above definition.
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Financial Instruments - Initial Recognition and Subsequent Measurement (Before January 1, 2018)
Classification of financial instruments
Financial instruments within the scope of PAS 39 are classified as:
The classification depends on the purpose for which the investments were acquired and whether they
are quoted in an active market. The Group determines the classification of its financial instruments at
initial recognition and, where allowed and appropriate, re-evaluates at every reporting period. The
financial instruments of the Group as of December 31, 2017 consist of loans and receivables,
financial assets and liabilities at FVPL and other financial liabilities.
In case where fair value is determined using data which is not observable, the difference between the
transaction price and model value is only recognized in profit or loss when the inputs become
observable or when the instrument is derecognized. For each transaction, the Group determines the
appropriate method of recognizing the Day 1 difference amount.
After initial measurement, loans and receivables are subsequently carried at amortized cost using
the EIR method, less allowance for credit losses. Amortized cost is calculated by taking into
account any discount or premium on the acquisition, and fees or costs that are an integral part of
the EIR and transaction costs. Gains and losses are recognized in profit or loss, when loans and
receivables are derecognized or impaired, as well as through the amortization process.
This accounting policy applies primarily to the Group’s cash and cash equivalents (excluding
cash on hand), receivables and certain refundable deposits.
∂ The designation eliminates or significantly reduces the inconsistent treatment that would
otherwise arise from measuring the assets or liabilities or recognizing gains or losses on them
on a different basis; or
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∂ The assets or liabilities are part of a group of financial assets, financial liabilities or both
which are managed and their performance are evaluated on a fair value basis, in accordance
with a documented risk management or investment strategy; or
∂ The financial instrument contains an embedded derivative, unless the embedded derivative
does not significantly modify the cash flows or it is clear, with little or no analysis, that it
would not be separately recorded.
Financial assets and financial liabilities at FVPL are subsequently measured at fair value.
Changes in fair value of such assets or liabilities are accounted for in profit or loss. The Group
uses commodity swaps, zero cost collar and foreign currency forwards to hedge its exposure to
fuel price fluctuations and foreign currency fluctuations, respectively. Such are accounted for as
non-hedge derivatives.
An embedded derivative is separated from the host contract and accounted for as a derivative if
all of the following conditions are met:
∂ The economic characteristics and risks of the embedded derivative are not closely related to
the economic characteristics of the host contract;
∂ A separate instrument with the same terms as the embedded derivative would meet the
definition of a derivative; and
∂ The hybrid or combined instrument is not recognized at FVPL.
The Group assesses whether an embedded derivative is required to be separated from the host
contract when the Group first becomes a party to the contract. Reassessment of embedded
derivatives is only done when there are changes in the contract that significantly modifies the
contractual cash flows.
The Group’s financial assets and liabilities at FVPL consist of derivative assets as of
December 31, 2017.
Other financial liabilities are initially recognized at the fair value of the consideration received,
less directly attributable transaction costs.
After initial measurement, other financial liabilities are measured at amortized cost using the EIR
method. Amortized cost is calculated by taking into account any discount or premium on the
acquisition and fees or costs that are an integral part of the EIR.
This accounting policy applies primarily to the Group’s accounts payable and other accrued
liabilities, long-term debt and other obligations that meet the above definition.
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∂ The rights to receive cash flows from the asset have expired; or
∂ The Group has transferred its rights to receive cash flows from the asset or has assumed an
obligation to pay the received cash flows in full without material delay to a third party under a
‘pass-through’ arrangements; and either:
ƒ The Group has transferred substantially all the risks and rewards of the asset; or
ƒ The Group has neither transferred nor retained substantially all the risks and rewards of the
asset, but has transferred control of the asset.
When the Group has transferred its rights to receive cash flows from an asset or has entered into a
pass-through arrangement, it evaluates if, and to what extent, it has retained the risks and rewards of
ownership. When it has neither transferred nor retained substantially all of the risks and rewards of
the asset, nor transferred control of the asset, the Group continues to recognize the transferred asset to
the extent of its continuing involvement. In that case, the Group also recognizes an associated
liability. The transferred asset and the associated liability are measured on a basis that reflects the
rights and obligations that the Group has retained.
Continuing involvement that takes the form of a guarantee over the transferred asset is measured at
the lowest level of the original carrying amount of the asset and the maximum amount of
consideration the Group could be required pay.
Financial liability
A financial liability is derecognized when the obligation under the liability is discharged, cancelled or
expires. When an existing financial liability is replaced by another from the same lender on
substantially different terms, or the terms of an existing liability are substantially modified, such an
exchange or modification is treated as a derecognition of the original liability and the recognition of a
new liability, and the difference in the respective carrying amounts is recognized in profit or loss.
ECLs are recognized in two stages. For credit exposures for which there has not been a significant
increase in credit risk since initial recognition, ECLs are provided for credit losses that result from
default events that are possible within the next 12 months (a 12-month ECL). For those credit
exposures for which there has been a significant increase in credit risk since initial recognition, a loss
allowance is required for credit losses expected over the remaining life of the exposure, irrespective
of the timing of the default (a lifetime ECL).
For trade receivables, the Group applies a simplified approach in calculating ECLs. Therefore, the
Group does not track changes in credit risk, but instead, recognizes a loss allowance based on lifetime
ECLs at each reporting date. The Group has established a provision matrix that is based on its
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historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the
economic environment.
However, in certain cases, the Group may also consider a financial asset to be in default when
internal or external information indicates that the Group is unlikely to receive the outstanding
contractual amounts in full before taking into account any credit enhancements held by the Group. A
financial asset is written off when there is no reasonable expectation of recovering the contractual
cash flows.
For other debt financial instruments e.g. cash and cash equivalents (excluding cash on hand) and
refundable deposits ECLs, the Group applies the general approach of which it track changes in credit
risk at every reporting date. The probability of default (PD) and loss given defaults (LGD) are
estimated using external and benchmark approaches for listed and non-listed financial institutions,
respectively. For listed financial institutions, the Group uses the ratings from Standard and Poor’s
(S&P), Moody’s and Fitch to determine whether the debt instrument has significantly increased in
credit risk and to estimate ECLs. For non-listed financial institutions, the Group uses benchmark
approach where the Group finds comparable companies in the same industry having similar
characteristics. The Group obtains the credit rating of comparable companies to determine the PD
and determines the average LGD of the selected comparable companies to be applied as LGD of the
non-listed financial institutions.
For financial assets carried at amortized cost, the Group first assesses whether impairment exists
individually for financial assets that are individually significant, or collectively for financial assets
that are not individually significant. If the Group determines that no objective evidence of
impairment exists for an individually assessed financial asset, whether significant or not, it includes
the asset in a group of financial assets with similar credit risk characteristics and collectively assesses
them for impairment. Assets that are individually assessed for impairment and for which an
impairment loss is, or continues to be, recognized are not included in a collective assessment of
impairment.
The amount of any impairment loss identified is measured as the difference between the asset’s
carrying amount and the present value of estimated future cash flows that is discounted at the asset’s
original EIR.
The carrying amount of the asset is reduced through the use of an allowance account and the loss is
recognized in the profit or loss. Receivables, together with the associated allowance are written off
when there is no realistic prospect of future recovery. If, in a subsequent year, the amount of the
estimated impairment loss increases or decreases because of an event occurring after the impairment
is recognized, the previously recognized impairment loss is increased or reduced by adjusting the
allowance account. If a write-off is later recovered, the recovery is credited in profit or loss.
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If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be
related objectively to an event occurring after the impairment was recognized, the previously
recognized impairment loss is reversed. Any subsequent reversal of an impairment loss is recognized
in profit or loss to the extent that the carrying value of the asset does not exceed its amortized cost at
the reversal date.
The Group performs a regular review of the age and status of these accounts, designed to identify
accounts with objective evidence of impairment and provide the appropriate allowance for
impairment loss. The review is accomplished using a combination of specific and collective
assessment approaches, with the impairment loss being determined for each risk grouping identified
by the Group.
Subsequent costs are capitalized as part of ‘Property and equipment’ account only when it is probable
that future economic benefits associated with the item will flow to the Group and the cost of the item
can be measured reliably. Subsequent costs such as actual costs of heavy maintenance visits for
airframe and engine are capitalized and depreciated based on the estimated number of years or flying
hours, whichever is applicable, until the next major overhaul or inspection.
Generally, heavy maintenance visits are required every five (5) to six (6) years for airframe and
ten (10) years or 20,000 flight cycles, whichever comes first, for landing gear. All other repairs and
maintenance expenses are charged to profit or loss as incurred.
Pre-delivery payments for the construction of aircraft are initially recorded as Construction
in-progress when paid to the counterparty. Construction in-progress are transferred to the related
‘Property and equipment’ account when the construction or installation and related activities
necessary to prepare the property and equipment for their intended use are completed, and the
property and equipment are ready for service. Construction in-progress is not depreciated until such
time when the relevant assets are completed and available for use.
Depreciation and amortization of property and equipment commence once the property and
equipment are available for use and are computed using the straight-line method over the estimated
useful lives (EULs) of the assets, regardless of utilization.
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Leasehold improvements are amortized over the shorter of their EULs or the corresponding lease
terms.
An item of property and equipment is derecognized upon disposal or when no future economic
benefits are expected to arise from the continued use of the asset. Any gain or loss arising on
derecognition of the asset (calculated as the difference between the net disposal proceeds and the
carrying amount of the asset) is recognized in profit or loss, when the asset is derecognized.
The methods of depreciation and amortization, EUL and residual values of property and equipment
are reviewed annually and adjusted prospectively.
Fully depreciated property and equipment are returned in the account until they are no longer in use
and no further depreciation or amortization is charged to profit or loss in the consolidated statement
of comprehensive income.
Borrowing Costs
Borrowing costs are generally expensed as incurred. Borrowing costs are capitalized if they are
directly attributable to the acquisition or construction of a qualifying asset. Capitalization of
borrowing costs commences when the activities to prepare the asset are in progress, and expenditures
and borrowing costs are being incurred. Borrowing costs are capitalized until the assets are
substantially ready for their intended use.
The Group has not capitalized any borrowing costs for the years ended December 31, 2018 and 2017
as all borrowing costs from outstanding long-term debt relate to assets that are ready for intended use.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for
appropriate classification and designation in accordance with the contractual terms, economic
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circumstances and pertinent conditions as at the acquisition date. This includes the separation of
embedded derivatives in host contracts by the acquiree.
Any contingent consideration to be transferred by the acquirer will be recognized at fair value at the
acquisition date. Contingent consideration classified as an asset or liability that is a financial
instrument and within the scope of PFRS 9 or PAS 39, is measured at fair value with changes in fair
value recognized either in profit or loss or as a change to OCI. If the contingent consideration is not
within the scope of PFRS 9 or PAS 39, it is measured in accordance with the appropriate PFRS.
Contingent consideration that is classified as equity is not remeasured and subsequent settlement is
accounted for within equity.
Goodwill is initially measured at cost, being the excess of the aggregate of the consideration
transferred and the amount recognized for non-controlling interests, and any previous interest held,
over the net identifiable assets acquired and liabilities assumed. If the fair value of the net assets
acquired is in excess of the aggregate consideration transferred, the Group reassesses whether it has
correctly identified all of the assets acquired and all of the liabilities assumed and reviews the
procedures used to measure the amounts to be recognized at the acquisition date. If the reassessment
still results in an excess of the fair value of net assets acquired over the aggregate consideration
transferred, then the gain is recognized in profit or loss.
After initial recognition, goodwill is measured at cost, less any accumulated impairment losses.
The Parent Company’s 60%, 49%, 35% and 40% investments in Philippine Academy for Aviation
Training, Inc. (PAAT), Aviation Partnership (Philippines) Corporation (A-plus) SIA Engineering
(Philippines) Corporation (SIAEP) and 1Aviation, respectively, are classified as investments in joint
ventures. The Parent Company’s 15.00% investment in Air Block Box Asia Pacific Pte. Ltd. (ABB)
is classified as an investment in associate. These investments in JVs and an associate are accounted
for under the equity method. Under the equity method, the investments in JVs and an associate are
carried in the consolidated statement of financial position at cost plus post-acquisition changes in the
Group’s share of net assets of the JVs, less any allowance for impairment in value. The consolidated
statement of comprehensive income reflects the Group’s share in the results of operations of the JVs.
Dividends received are treated as a revaluation of the carrying value of the investment.
The financial statements of the investee companies used in the preparation of the consolidated
financial statements are prepared as of the same date with the Group. The investee companies’
accounting policies conform to those by the Group for like transactions and events in similar
circumstances.
Intangible Assets
Intangible assets include acquired separately are measured on initial recognition at cost. The cost of
intangible assets acquired in a business combination is their fair value at the date of acquisition.
Following initial recognition, intangible assets are carried at cost, less any accumulated impairment
loss.
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Intangible assets with indefinite useful lives are not amortized, but are tested for impairment annually,
either individually or at the cash-generating unit (CGU) level. The assessment of indefinite life is
reviewed annually to determine whether the indefinite life continues to be supportable. If not, the
change in useful life from indefinite to finite is made on a prospective basis.
Gains or losses arising from derecognition of an intangible asset are measured as the difference
between the net disposal proceeds and the carrying amount of the asset and are recognized in the
profit or loss when the asset is derecognized.
The intangible assets of the Group have indefinite useful lives.
In determining FVLCD, recent market transactions are taken into account. If no such transactions
can be identified, an appropriate valuation model is used. These calculations are corroborated by
valuation multiples, quoted share prices for publicly traded companies or other available fair value
indicators. In assuming VIU, the estimated future cash flows are discounted to their present value
using a pre-tax discount rate that reflects current market assessments of the time value of money and
the risks specific to the asset.
The Group bases its impairment calculation on detailed budgets and forecast calculations, which are
prepared separately for each of the Group’s CGUs to which the individual assets are allocated. These
budgets and forecast calculations generally cover a period of five years. A long-term growth rate is
calculated and applied to project future cash flows after the fifth year.
For nonfinancial assets excluding goodwill, an assessment is made at each reporting date to determine
whether there is an indication that previously recognized impairment losses no longer exist or have
decreased. If such indication exist, the Group estimate the asset’s or CGU’s recoverable amount. A
previously recognized impairment loss is reversed only if there has been a change in the assumptions
used to determine that asset’s recoverable amount since the last impairment loss was recognized. The
reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount,
nor exceed the carrying amount that would have been determined, net of depreciation and
amortization, had no impairment loss been recognized for the asset in prior years. Such reversal is
recognized in profit or loss.
Goodwill is tested for impairment annually as at December 31 and when circumstances indicate that
the carrying value is impaired.
Impairment is determined for goodwill by assessing the recoverable amount of each CGU (or group
of CGU) to which the goodwill relates. When the recoverable amount of the CGU is less than its
carrying amount, an impairment loss is recognized. Impairment loss relating to goodwill cannot be
reversed in future periods.
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Intangible assets with indefinite useful lives are tested for impairment annually as at December 31 at
the CGU level, as appropriate, and when circumstances indicate that the carrying value may be
impaired.
The maintenance contracts are classified into two: (a) those based on time and material basis (TMB);
and (b) power-by-the-hour (PBH) contract. For maintenance contracts under TMB and PBH, the
Group recognizes expenses on an accrual basis.
If there is a commitment related to maintenance of aircraft held under operating lease arrangements, a
provision is made during the lease term for the lease return obligations specified within those lease
agreements. The provision is made based on historical experience, manufacturers’ advice and if
relevant, contractual obligations, to determine the present value of the estimated future major
airframe inspections cost and engine overhauls.
Advance payment for materials for the restoration of the aircraft is initially recorded under ‘Advances
to suppliers’ account in the consolidated statement of financial position. This is recouped when the
expenses for restoration of aircraft have been incurred.
The Group regularly assesses the provision for ARO and adjusts the related liability.
There have been no changes in the accounting policy on the deferral and subsequent recognition of
passenger revenue related to the award of Getgo points as effect of the adoption of PFRS 15.
Common Stock
Common stock is classified as equity and recorded at par. Proceeds in excess of par value are
recorded under ‘Capital paid in excess of par value’ account in the consolidated statement of financial
position. Incremental costs directly attributable to the issuance of new shares are shown in equity as a
deduction from the proceeds.
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Treasury Stock
Own equity instruments which are acquired (treasury stock) are recognized at cost and deducted from
equity. No gain or loss is recognized in profit and loss on the purchase, sale, issuance or cancellation
of the Parent Company’s own equity instruments.
Retained Earnings
Retained earnings represent accumulated earnings of the Group, less dividends declared.
Appropriated retained earnings are set aside for purposes of the Parent Company’s re-fleeting
program. Dividends on common shares are recognized as liability and deducted from equity when
approved and declared by the Parent Company’s Board of Directors (BOD), in the case of cash
dividends; or by the Parent Company’s BOD and shareholders, in the case of stock dividends.
The following specific recognition criteria must also be met before revenue is recognized:
Ancillary revenue
Flight and booking services
Revenue from services incidental to the transportation of passengers such as excess baggage, inflight
sales and rebooking and website administration fees are initially recognized as deferred ancillary
revenue under ‘Unearned transportation revenue’ account in the consolidated statement of financial
position until the services are rendered.
Interest income
Interest on cash in banks, short-term cash placements and debt securities classified as financial assets
at FVPL is recognized as the interest accrues using the EIR method.
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the consolidated statement of comprehensive income when carriage is provided or when the
passenger is lifted.
Ancillary revenue
Flight and booking services
Revenue from services incidental to the transportation of passengers such as excess baggage, inflight
sales and rebooking and cancellation fees are recognized upon booking.
Interest income
Interest on cash in banks, short-term cash placements and debt securities classified as financial assets
at FVPL is recognized as the interest accrues using the EIR method.
Expense Recognition
Expenses are recognized when it is probable that decrease in future economic benefits related to a
decrease in an asset or an increase in a liability has occurred and the decrease in economic benefits
can be measured reliably.
The commission related to the sale of air transportation services is recognized as outright expense
upon receipt of the payment from customers, and is included under ‘Reservation and sales’ account in
the consolidated statement of comprehensive income.
Retirement Costs
The Group maintains defined benefit plans covering substantially all of its employees. The cost of
providing benefits under the defined benefit plans is actuarially determined using the projected unit
credit method. The method reflects services rendered by employees up to the date of valuation and
incorporates assumptions concerning employees’ projected salaries. Actuarial valuations are
conducted with sufficient regularity with the option to accelerate when significant changes to
underlying assumptions occur.
Service costs, which include current service costs, past service costs and gains or losses on non-
routine settlements, are recognized as expense in profit or loss. Past service costs are recognized
when plan amendment or curtailment occurs.
*SGVFS033667*
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Net interest on retirement liability is the change during the period in the retirement liability that arises
from the passage of time, which is determined by applying the discount rate based on high quality
corporate bonds to the retirement liability. Net interest on retirement liability is recognized as
expense or income in profit or loss.
Remeasurements comprising actuarial gains and losses, excess of actual return on plan assets over
interest income and any change in the effect of the asset ceiling (excluding net interest on retirement
liability) are recognized immediately in OCI in the period in which they arise. Remeasurements are
not reclassified to profit or loss in subsequent periods.
The retirement liability is the aggregate of the present value of defined benefit obligation at the end of
the reporting period reduced by the fair value of plan assets, adjusted for any effect of limiting a net
defined benefit asset to the asset ceiling. The asset ceiling is the present value of any economic
benefits available in the form of refunds from the plan or reductions in future contributions to the
plan.
Plan assets are assets that are held by a long-term employee benefit fund. Plan assets are not
available to the creditors of the Group, nor can they be paid directly to the Group. The fair value of
plan assets is based on market price information. When no market price is available, the fair value of
plan assets is estimated by discounting expected future cash flows using a discount rate that reflects
both the risk associated with the plan assets and the maturity or expected disposal date of those assets
(or, if they have no maturity, the expected period until the settlement of the related obligations).
The Group’s right to be reimbursed of some or all of the expenditure required to settle a defined
benefit obligation is recognized as a separate asset at fair value when and only when reimbursement is
virtually certain.
Income Taxes
Current tax
Current tax assets and liabilities for the current and prior periods are measured at the amount expected
to be recovered from or paid to the tax authority. The tax rates and tax laws used to compute the
amount are those that are enacted or substantively enacted as of the reporting date.
Management periodically evaluates positions taken in the tax returns with respect to situations in
which applicable tax regulations are subject to interpretations and establishes provisions, when
appropriate.
Deferred tax
Deferred tax is provided using the liability method on all temporary differences, with certain
exceptions, between the tax bases of assets and liabilities and their carrying amounts for financial
reporting purposes at the reporting date.
Deferred tax assets are recognized for all deductible temporary differences with certain exceptions,
and carryforward benefits of unused tax credits from excess minimum corporate income tax (MCIT)
over regular corporate income tax (RCIT) and unused net operating loss carryover (NOLCO), to the
extent that it is probable that sufficient taxable income will be available against which the deductible
temporary differences and carryforward benefits of unused tax credits from excess MCIT over RCIT
and unused NOLCO can be utilized. Deferred tax assets, however, are not recognized when it arises
from the initial recognition of an asset or liability in a transaction that is not a business combination
and, at the time of transaction, affects neither the accounting income nor taxable profit or loss.
*SGVFS033667*
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The carrying amounts of deferred tax assets are reviewed at each reporting date and reduced to the
extent that it is no longer probable that sufficient future taxable income will be available to allow all
or part of the deferred tax assets to be utilized. Unrecognized deferred tax assets are reassessed at
each reporting date, and are recognized to the extent that it has become probable that future taxable
income will allow the deferred tax assets to be recovered.
Deferred tax liabilities are recognized for all taxable temporary differences, with certain
exceptions. Deferred tax liabilities associated with investments in subsidiaries, associates, and
interests in joint arrangements are not recognized if the Group is able to control the timing of the
reversal of the temporary difference and it is probable that the temporary difference will not reverse
in the foreseeable future.
Deferred tax assets and liabilities are measured at the tax rates that are applicable to the period when
the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted
or substantively enacted as of the reporting date.
Deferred tax relating to items recognized outside profit or loss is recognized outside profit or loss.
Deferred tax items are recognized in correlation to the underlying transaction either in profit or loss or
OCI.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to offset
current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity
and the same tax authority.
Leases
The determination of whether an arrangement is, or contains a lease, is based on the substance of the
arrangement at inception date, and requires an assessment of whether the fulfillment of the
arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right
to use the asset. A reassessment is made after inception of the lease only if one of the following
applies:
a. There is a change in contractual terms, other than a renewal or extension of the arrangement;
b. A renewal option is exercised or an extension granted, unless that term of the renewal or
extension was initially included in the lease term;
c. There is a change in the determination of whether fulfillment is dependent on a specified asset; or
d. There is a substantial change to the asset.
Where a reassessment is made, lease accounting shall commence or cease from the date when the
change in circumstances gave rise to the reassessment for (a), (c) and (d) scenarios above, and at the
date of renewal or extension period for scenario (b).
Group as lessee
Finance leases, which transfer to the Group substantially all the risks and benefits incidental to
ownership of the leased item, are capitalized at the inception of the lease at the fair value of the leased
property or, if lower, at the present value of the minimum lease payments and included under
‘Property and equipment’ account with the corresponding liability to the lessor included under
‘Long-term debt’ account in the consolidated statement of financial position. Lease payments are
apportioned between the finance charges and reduction of the lease liability so as to achieve a
constant rate of interest on the remaining balance of the liability. Finance charges are charged
directly to profit or loss.
*SGVFS033667*
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Leased assets are depreciated over the useful life of the asset. However, if there is no reasonable
certainty that the Group will obtain ownership by the end of the lease term, the asset is depreciated
over the shorter of the EUL of the asset and the lease term.
Leases where the lessor retains substantially all the risks and benefits of ownership of the asset are
classified as operating leases. Operating lease payments are recognized as an expense in profit or loss
on a straight-line basis over the lease term.
A sale and leaseback transaction includes the sale of an asset and the leasing back of the same asset.
If the leaseback is classified as an operating lease, then, any gain is recognized immediately in the
profit or loss if the sale and leaseback terms are demonstrably at fair value. Otherwise the sale and
leaseback are accounted for as follows:
∂ If the sale price is below the fair value, then, the gain or loss is recognized immediately other than
to the extent that a loss is compensated for by future rentals at below market price, then the loss is
deferred and amortized over the period that the asset is expected to be used.
∂ If the sale price is above the fair value, then, any gain is deferred and amortized over the period
that the asset is expected to be used.
∂ If the fair value of the asset is less than the carrying amount of the asset at the date of the
transaction, then that difference is recognized immediately as a loss on the sale.
Group as lessor
Leases where the Group does not transfer substantially all the risks and benefits of ownership of the
assets are classified as operating leases. Initial direct costs incurred in negotiating operating leases
are added to the carrying amount of the leased asset and recognized over the lease term on the same
basis as the rental income. Contingent rents are recognized as revenue in the period in which they are
earned.
Contingent liabilities are not recognized in the consolidated statement of financial position but are
disclosed in the notes to consolidated financial statements, unless the possibility of an outflow of
resources embodying economic benefits is remote. Contingent assets are not recognized but
disclosed in the notes to consolidated financial statements when an inflow of economic benefits is
probable. If it is virtually certain that an inflow of economic benefits will arise, the asset and the
related income are recognized in the consolidated financial statements.
*SGVFS033667*
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Diluted EPS amounts are calculated by dividing the net profit attributable to common stockholders of
the Group by the weighted average number of common shares outstanding during the year plus the
weighted average number of common shares that would be issued on the conversion of all the dilutive
potential common shares into common shares.
For the years ended December 31, 2018, 2017 and 2016, the Group does not have any dilutive
potential ordinary shares.
Segment Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the
Chief Operating Decision Maker (CODM). The CODM, who is responsible for resource allocation
and assessing performance of the operating segment, has been identified as the President and Chief
Executive Officer (CEO). The nature of the operating segment is set out in Note 6.
In the process of applying the Group’s accounting policies, management has exercised judgments and
estimates in determining the amounts recognized in the consolidated financial statements. The most
significant uses of judgments and estimates follow:
Judgments
a. Classification of leases
Management exercises judgment in determining whether substantially all the significant risks and
rewards of ownership of the leased assets are transferred to the Group. Lease contracts, which
transfer to the Group substantially all the risks and rewards incidental to ownership of the leased
items, are capitalized.
The Group also has lease agreements where it has determined that the risks and rewards related to
the leased assets are retained with the lessors (for example, no bargain purchase option and
transfer of ownership at the end of the lease term). The Group determined that it has no risks
relating to changing economic conditions since the Group does not own the leased aircraft. These
leases are classified as operating leases. These lease agreements also include aircraft from sale
and operating leaseback transactions entered by the Group as discussed in Note 30.
b. Consolidation of SPEs
The Group periodically undertakes transactions that may involve obtaining the rights to variable
returns from its involvement with the SPEs. These transactions include the purchase of aircraft
and assumption of certain liabilities. In all such cases, management makes an assessment as to
whether the Group has: (a) power over the SPEs; (b) the right over the returns of its SPEs; and
(c) the ability to use power over the SPEs to affect the amount of the Parent Company’s return,
and based on these assessments, the SPEs are consolidated as a subsidiary or associated company.
In making these assessments, management considers the underlying economic substance of the
transaction and not only the contractual terms. The Group has assessed that it will benefit from
the economic benefits of the SPEs’ activities and it will affect the returns for the Group. The
*SGVFS033667*
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Group is directly exposed to the risks and returns from its involvement with the SPEs. Such
rights and risks associated with the benefits and returns are indicators of control. Accordingly,
the SPEs are consolidated.
Upon loss of control, the Group derecognizes the assets and liabilities of its SPEs and any surplus
or deficit is recognized in profit or loss.
1. The currency that mainly influences sales prices for financial instruments and services (this
will often be the currency in which sales prices for its financial instruments and services are
denominated and settled);
2. The currency in which funds from financing activities are generated; and
3. The currency in which receipts from operating activities are usually retained.
Management determined that Philippine Peso is the functional currency for the Group, after
considering the criteria stated in PAS 21.
d. Contingencies
The Group is currently involved in certain legal proceedings. The estimate of the probable costs
for the resolution of these claims has been developed in consultation with internal counsel
handling the defense in these matters and is based upon an analysis of potential results. The
Group currently does not believe that these will have a material adverse effect on the Group’s
consolidated financial position and consolidated financial performance. It is possible, however,
that future financial performance could be materially affected by changes in the estimates or in
the effectiveness of the strategies relating to these proceedings (Note 30).
e. Allocation of revenue, costs and expenses for registered and non-registered activities
Revenue, costs and expenses are classified as exclusive and common. Exclusive revenue, cost
and expenses such as passenger revenue, cargo revenue, baggage revenue, insurance surcharge,
fuel and oil expense, hull/war/risk insurance, maintenance expense, depreciation, lease expense
(for aircraft under operating lease) and interest expense based on the related long-term debt are
specifically identified per aircraft based on an actual basis. For revenue, cost and expense
accounts that are not identifiable per aircraft, the Group allocates based on activity factors that
closely relate to the earning process of the revenue.
*SGVFS033667*
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As of December 31, 2018 and 2017, the Group has deferred tax assets amounting to
=3,534.6 million and =
P P3,399.1 million, respectively (Note 25).
Assumptions used to compute ARO are reviewed and updated annually by the Group. As of
December 31, 2018 and 2017, the cost of restoration is computed based on the Group’s
assessment on expected future aircraft utilization.
The amount and timing of recorded expenses for any period would differ if different judgments
were made or different estimates were utilized. The recognition of ARO would increase other
noncurrent liabilities and repairs and maintenance expense.
As of December 31, 2018 and 2017, the Group’s ARO (included under ‘Other noncurrent
liabilities’ account in the consolidated statement of financial position) has a carrying value of
=5,781.4 million and =
P P3,675.1 million, respectively (Note 19). The related repairs and
maintenance expense for the years ended December 31, 2018, 2017 and 2016 amounted to
=2,106.3 million, =
P P1,209.4 million and = P1,121.1 million, respectively (Note 22).
*SGVFS033667*
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whichever is higher, to which the goodwill and intangibles with indefinite useful lives are
allocated.
In determining the recoverable amount of these assets, the management estimates the VIU of the
CGU to which goodwill and intangible assets are allocated. Estimating the VIU requires
management to make an estimate of the expected future cash flows from the asset or CGUs and
choose a suitable discount rate in order to calculate the present value of those cash flows.
As of December 31, 2018 and 2017, the Group has determined that goodwill and intangibles with
indefinite useful lives are recoverable based on VIU. Goodwill amounted to = P566.8 million as of
December 31, 2018 and 2017 (Note 14). Brand and market opportunities, which are recorded
under ‘Other noncurrent assets’ account amounted to P =852.2 million as of December 31, 2018
and 2017 (Notes 14 and 15).
The fair values of the Group’s financial instruments are presented in Note 29.
As of December 31, 2018 and 2017, the carrying values of the Group’s property and equipment
amounted to =
P95,099.6 million and =
P81,279.3 million, respectively (Note 12).
The balances of receivables and allowance for credit losses as of December 31, 2018 and 2017
are disclosed in Note 9.
*SGVFS033667*
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The related balances as of December 31, 2018 and 2017 are discussed in Note 10.
While the Group believes that the assumptions are reasonable and appropriate, significant
differences between actual experiences and assumptions may materially affect the cost of
employee benefits and related obligations.
6. Segment Information
The Group has one reportable operating segment, which is the airline business (system-wide). This is
consistent with how the Group’s management internally monitors and analyzes the financial
information for reporting to the CODM, who is responsible for allocating resources, assessing
performance and making operating decisions. The CODM is the President and CEO of the Parent
Company.
The revenue of the operating segment was mainly derived from rendering transportation services.
Transfer prices between operating segments are on an arm’s length basis in a manner similar to
transactions with third parties.
The amount of segment assets and liabilities are based on the measurement principles that are similar
with those used in measuring the assets and liabilities in the consolidated statements of financial
position, which is in accordance with PFRSs.
*SGVFS033667*
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Segment information for the reportable segment is shown in the following table:
2018 2017 2016
Revenue =74,651,662,209
P =68,454,988,943
P =63,778,967,986
P
Earnings before interest, taxes,
depreciation, amortization, and
rent (EBITDAR) 22,286,415,282 22,818,061,406 23,624,718,036
Depreciation and amortization 7,479,321,315 6,839,363,607 5,998,695,417
Interest expense 2,102,581,740 1,421,536,504 1,170,181,141
Interest income 401,621,150 182,952,825 113,672,171
Earnings before interest and taxes
(EBIT) 7,049,885,460 10,134,278,022 12,251,198,186
Pre-tax core net income 5,485,189,044 9,036,024,992 11,372,998,058
Net income 3,922,744,538 7,907,846,625 9,754,136,196
Capital expenditures 26,030,449,388 14,776,336,747 19,126,054,236
Hedging gains (losses) - net (322,579,940) (132,570,164) 1,587,708,081
Equity in net income of JVs and
an associate 136,264,174 140,330,649 178,308,842
Income tax expense (benefit) (439,577,231) 300,205,703 (37,971,487)
Pre-tax core net income, EBIT and EBITDAR are considered as non-PFRS measures.
Pre-tax core net income is the operating income after deducting net interest expense and adding
equity income/loss of joint venture.
EBITDAR is the operating income after adding depreciation and amortization, provision for ARO
and aircraft and engine lease expenses.
Capital expenditure is the total paid acquisition of property and equipment for the period.
The reconciliation of total revenue reported by reportable operating segment to revenue in the
consolidated statements of comprehensive income is presented in the following table:
Nontransport revenue and other income include interest income, share in net income of JVs and an
associate, fuel hedging gains and gain on sale of aircraft.
*SGVFS033667*
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The reconciliation of total income reported by reportable operating segment to total comprehensive
income in the consolidated statements of comprehensive income is presented in the following table:
The Group’s major revenue-producing assets are the aircraft owned by the Group, which are
employed across its route network (Note 12).
The Group has no significant customer which contributes 10.00% or more to the revenue of the
Group.
2018 2017
Cash on hand P
=45,551,426 =31,950,406
P
Cash in banks 2,997,401,427 3,757,409,913
Short-term placements 13,849,697,692 11,824,184,187
=16,892,650,545 =
P P15,613,544,506
Cash in banks earns interest at the respective bank deposit rates. Short-term placements, which
represent money market placements, are made for varying periods depending on the immediate cash
requirements of the Group. Short-term placements denominated in Peso earn an average annual
interest of 6.50%, 3.30% and 2.35% in 2018, 2017 and 2016, respectively. Moreover, short-term
placements in US dollar (USD) earn interest on an average annual interest rate of 2.80%, 1.96% and
1.31% in 2018, 2017 and 2016, respectively.
Interest income earned on cash in banks and short-term placements, presented in the consolidated
statements of comprehensive income, amounted to = P401.6 million, =
P183.0 million and P
=113.7 million
in 2018, 2017 and 2016, respectively.
8. Financial Assets and Financial Liabilities at Fair Value through Profit or Loss (FVPL)
This account consists of net derivative financial liabilities as of December 31, 2018 and derivative
financial assets as of December 31, 2017 that are not designated as accounting hedges. Net derivative
liabilities amounted to =
P763.0 million as of December 31, 2018 and derivative assets amounted to
=454.4 million as of December 31, 2017.
P
*SGVFS033667*
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As of December 31, 2018, this account consists of zero cost collars and commodity swaps. As of
December 31, 2017, this account consists of zero cost collars and a foreign currency forward contract.
For the years ended December 31, 2018, 2017 and 2016, the Group recognized net changes in fair
value of derivatives amounting to =
P289.0 million loss and =
P135.9 million loss and P =1,581.1 million
gain, respectively. These are recognized in ‘Hedging gains (losses) - net’ account under the
consolidated statements of comprehensive income.
In 2016, the Parent Company entered into foreign currency forward contracts which were pre-
terminated in the same year, where the Parent Company recognized realized gain amounting to
P
=6.7 million.
2018 2017
Balance at January 1:
Derivative assets P
=454,400,088 =758,876,862
P
Derivative liabilities – 317,102,957
454,400,088 441,773,905
Net changes in fair value of derivatives (322,579,940) (132,570,164)
131,820,148 309,203,741
Fair value of settled instruments (894,805,510) 145,196,347
Balance at December 31:
Current (P
=585,770,498) =454,400,088
P
Non-current (P
=177,214,864) =−
P
Attributable to:
Derivative assets P
=11,217,175 =454,400,088
P
Derivative liabilities (774,202,537) –
(P
=762,985,362) =454,400,088
P
The net changes in fair value of derivatives is inclusive of the foreign currency forwards realized
losses amounting to P
=33.6 million in 2018 and realized gains amounting to P =3.3 million and
=
P6.7 million in 2017 and 2016, respectively.
*SGVFS033667*
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9. Receivables
2018 2017
Trade receivables P
=1,865,625,762 =1,512,258,048
P
Due from related parties (Note 27) 371,643,140 121,520,658
Interest receivable 22,011,422 10,192,032
Others 431,846,335 594,502,513
2,691,126,659 2,238,473,251
Less allowance for expected credit losses (ECL) 83,225,968 337,990,673
P
=2,607,900,691 =1,900,482,578
P
Others include receivable from insurance, employees and fuel hedge counterparties.
The changes in the allowance for expected credit losses on receivables follow:
2018
Trade
Receivables Others Total
Balance at January 1 =8,516,928
P P329,473,745
= P337,990,673
=
Accounts written-off – (256,746,201) (256,746,201)
Unrealized foreign exchange gain 72,364 1,909,132 1,981,496
Balance at December 31 =8,589,292
P =74,636,676
P =83,225,968
P
2017
Trade
Receivables Others Total
Balance at January 1 =8,511,194
P =322,818,729
P =331,329,923
P
Unrealized foreign exchange gain 5,734 6,655,016 6,660,750
Balance at December 31 =8,516,928
P =329,473,745
P =337,990,673
P
The adoption of PFRS 9 did not have a significant impact on the Group’s impairment allowances on
its debt instruments as of January 1, 2018 and for the year ended December 31, 2018 because:
a. Cash and cash equivalents’ credit grade, excluding cash on hand, are high grade based on the
Group’s internal grading system which kept the probability of default at a minimum;
b. Receivables are all current; and
c. Refundable deposits pertain to the amounts provided to lessors to be refunded upon termination
of agreement. These deposits are recognized under ‘Other noncurrent assets’ in the consolidated
statement of financial position. Effect of PFRS 9 impairment allowance is not material to the
Group.
*SGVFS033667*
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2018 2017
At NRV:
Expendable parts P
=1,448,111,018 =1,226,659,598
P
At cost:
Fuel 509,691,513 349,633,742
Materials and supplies 52,342,969 37,397,193
562,034,482 387,030,935
P
=2,010,145,500 =1,613,690,533
P
Current portion of advances to suppliers include advances to service maintenance provider for regular
maintenance and restoration costs of the aircraft. Advances for regular maintenance are recouped
from progress billings, which occurs within one year from the date the advances arose, whereas,
advance payment for restoration costs is recouped when the expenses for restoration of aircraft have
been incurred. These advances are unsecured and noninterest-bearing (Note 30).
Prepaid rent pertains to advance rental on aircraft under operating lease and on office spaces in
airports (Note 30).
Prepaid insurance consists of aviation insurance, which represents insurance of hull, war and risk,
passenger and cargo insurance for the aircraft and non-aviation insurance represents insurance
payments for all employees’ health and medical benefits, commission, casualty and marine insurance,
as well as car/motor insurance.
Others include housing allowance and prepayments to other suppliers.
*SGVFS033667*
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2018
EDP
Passenger Ground Equipment,
Aircraft Support Mainframe and Leasehold Transportation
(Notes 18 and 32) Engines Rotables Equipment Peripherals Improvements Equipment Sub-total
Cost
Balance at January 1, 2018 P
= 70,335,605,502 P
= 9,397,746,370 P
= 4,130,242,815 P
= 745,781,211 P
= 1,021,257,336 P
= 1,351,667,016 P
= 322,192,738 P
= 87,304,492,988
Additions 4,323,606,889 1,155,919,367 547,876,099 410,486,177 147,332,575 31,713,539 109,100,759 6,726,035,405
Reclassification 20,515,650,411 − − − − 133,312,472 − 20,648,962,883
Disposals/others (8,269,459,924) (4,893,480) (16,460,354) (62,851,297) (20,393,727) − (19,691,071) (8,393,749,853)
Balance at December 31, 2018 86,905,402,878 10,548,772,257 4,661,658,560 1,093,416,091 1,148,196,184 1,516,693,027 411,602,426 106,285,741,423
Accumulated Depreciation
and Amortization
Balance at January 1, 2018 15,436,864,029 3,378,044,191 1,041,628,191 519,922,353 834,159,218 730,342,355 221,747,190 22,162,707,527
Depreciation and amortization 6,514,310,021 341,359,799 213,427,725 100,474,032 120,635,331 99,370,328 44,824,849 7,434,402,085
Reclassification − − − − − − − −
Disposals/others (3,581,461,797) (598,092) (4,516,951) (7,265,144) (20,308,160) − (18,824,904) (3,632,975,048)
Balance at December 31, 2018 18,369,712,253 3,718,805,898 1,250,538,965 613,131,241 934,486,389 829,712,683 247,747,135 25,964,134,564
Net Book Values P
= 68,535,690,625 P
= 6,829,966,359 P
= 3,411,119,595 P
= 480,284,850 P
= 213,709,795 P
= 686,980,344 P
= 163,855,291 P
= 80,321,606,859
2018
Furniture,
Fixtures and Maintenance
Office Communication Special and Test Other Construction
Equipment Equipment Tools Equipment Equipment in-Progress Total
Cost
Balance at January 1, 2018 P
= 216,078,228 P
= 29,440,488 P
= 15,799,420 P
= 6,542,926 P
= 117,407,637 P
= 16,028,762,376 P
= 103,718,524,063
Additions 66,421,761 3,125,227 888,187 − 44,892,220 19,189,086,595 26,030,449,395
Reclassification − − − − − (20,648,962,883) –
Disposals/others (945,260) (64,166) (3,000) − (310,685) 29,952,571 (8,365,120,393)
Balance at December 31, 2018 281,554,729 32,501,549 16,684,607 6,542,926 161,989,172 14,598,838,659 121,383,853,065
(Forward)
*SGVFS033667*
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2018
Furniture,
Fixtures and Maintenance
Office Communication Special and Test Other Construction
Equipment Equipment Tools Equipment Equipment in-Progress Total
Accumulated Depreciation and Amortization
Balance at January 1, 2018 P
= 146,253,049 P
= 17,161,118 P
= 13,577,354 P
= 6,466,339 P
= 93,066,289 P
=– P
= 22,439,231,676
Depreciation and amortization 29,658,705 3,976,039 628,269 15,808 10,640,409 − 7,479,321,315
Reclassification − − − − − − −
Disposals/others (938,148) (64,166) (3,000) − (310,679) − (3,634,291,041)
Balance at December 31, 2018 174,973,606 21,072,991 14,202,623 6,482,147 103,396,019 – 26,284,261,950
Net Book Values P
= 106,581,123 P
= 11,428,558 P
= 2,481,984 P
= 60,779 P
= 58,593,153 P
= 14,598,838,659 P
= 95,099,591,115
2017
EDP
Passenger Ground Equipment,
Aircraft Support Mainframe and Leasehold Transportation
(Notes 18 and 32) Engines Rotables Equipment Peripherals Improvements Equipment Sub-total
Cost
Balance at January 1, 2017 P
=75,894,007,720 P
=9,469,685,966 P
=3,650,559,527 P
=649,265,394 P
=873,775,012 P
=1,326,005,809 P
=271,481,424 P
=92,134,780,852
Additions 3,901,431,635 1,733,136,545 718,000,450 96,552,181 159,241,727 – 57,415,778 6,665,778,316
Reclassification 6,563,857,663 – – – – 25,661,207 – 6,589,518,870
Disposals/others (16,023,691,516) (1,805,076,141) (238,317,162) (36,364) (11,759,403) – (6,704,464) (18,085,585,050)
Balance at December 31, 2017 70,335,605,502 9,397,746,370 4,130,242,815 745,781,211 1,021,257,336 1,351,667,016 322,192,738 87,304,492,988
Accumulated Depreciation
and Amortization
Balance at January 1, 2017 19,195,803,795 2,939,239,869 861,984,434 449,134,024 737,747,220 524,454,832 192,524,197 24,900,888,371
Depreciation and amortization 4,506,575,827 1,530,373,577 341,661,205 70,824,693 108,171,401 205,887,523 35,927,457 6,799,421,683
Reclassification – – – – – – – –
Disposals/others (8,265,515,593) (1,091,569,255) (162,017,448) (36,364) (11,759,403) – (6,704,464) (9,537,602,527)
Balance at December 31, 2017 15,436,864,029 3,378,044,191 1,041,628,191 519,922,353 834,159,218 730,342,355 221,747,190 22,162,707,527
Net Book Values P
=54,898,741,473 P
=6,019,702,179 P
=3,088,614,624 P
=225,858,858 P
=187,098,118 P
=621,324,661 P
=100,445,548 P
=65,141,785,461
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2017
Furniture,
Fixtures and Maintenance
Office Communication Special and Test Other Construction
Equipment Equipment Tools Equipment Equipment in-Progress Total
Cost
Balance at January 1, 2017 P
=192,742,786 P
=26,326,660 P
=14,808,012 P
=6,538,117 P
=104,886,520 P
=14,549,537,398 P
=107,029,620,345
Additions 24,938,414 3,113,828 1,010,705 46,451 12,705,185 8,068,743,848 14,776,336,747
Reclassification – – – – – (6,589,518,870) –
Disposals/others (1,602,972) – (19,297) (41,642) (184,068) – (18,087,433,029)
Balance at December 31, 2017 216,078,228 29,440,488 15,799,420 6,542,926 117,407,637 16,028,762,376 103,718,524,063
Accumulated Depreciation and Amortization
Balance at January 1, 2017 120,774,739 13,440,493 13,075,357 6,471,942 84,665,946 – 25,139,316,848
Depreciation and amortization 27,079,556 3,720,625 521,294 36,039 8,584,410 – 6,839,363,607
Reclassification – – – – – – –
Disposals/others (1,601,246) – (19,297) (41,642) (184,067) – (9,539,448,779)
Balance at December 31, 2017 146,253,049 17,161,118 13,577,354 6,466,339 93,066,289 – 22,439,231,676
Net Book Values P
=69,825,179 P
=12,279,370 P
=2,222,066 P
=76,587 P
=24,341,348 P
=16,028,762,376 P
=81,279,292,387
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Passenger Aircraft and Engines Held as Securing Assets Under Various Loans
The Group entered into various Export Credit Agency (ECA) and commercial loan facilities to
finance the purchase of its aircraft and engines. As of December 31, 2018 and 2017, the Group’s
passenger aircraft and engines held as securing assets under various loans are as follows:
2018 2017
ECA Loans Commercial Loans ECA Loans Commercial Loans
Airbus A320 3 17 6 17
ATR 72-500 2 ‒ 7 –
ATR 72-600 ‒ 12 ‒ 8
A321 CEO ‒ 7 − −
Airbus A330 − 2 ‒ 2
Engines ‒ ‒ ‒ 5
5 38 13 32
Under the terms of the ECA loan and commercial loan facilities (Note 18), upon the event of default,
the outstanding amount of loan (including accrued interest) will be payable by the SPEs or by the
guarantors, which are CPAHI and JGSHI. CPAHI and JGSHI are guarantors to loans entered into by
BLL and SLL. Under the terms of commercial loan facilities from local banks, upon event of default,
the outstanding amount of loan will be payable, including interest accrued by the Parent Company.
Failure to pay the obligation will allow the respective lenders to foreclose the securing assets.
As of December 31, 2018 and 2017, the carrying amounts of the securing assets (included under the
‘Property and equipment’ account) amounted to P
=67.1 billion and P
=54.9 billion, respectively.
In 2016, the Parent Company signed a forward sale agreement with Allegiant covering four (4) A319
aircraft. The aircraft were scheduled for delivery on various dates in 2017 and 2018.
Three (3) of the four Airbus A319 were delivered to Allegiant in 2017 and the last Airbus A319
aircraft was delivered in 2018. The Parent Company recognized = P156.7 million and =
P532.9 million
loss on sale in the consolidated statements of comprehensive income in 2018 and 2017, respectively.
On December 18, 2018, the Parent Company signed another forward sale agreement with Allegiant
covering three (3) A320 aircraft. The aircraft are scheduled for delivery on various dates within
2019.
The sale of aircraft required the prepayment of outstanding balance of the loan facility attributed to the
sold Airbus A320. The total amount of loans and breakage costs paid amounted to P =4,162.6 million
and =
P12.3 million, respectively. The Group recognized gain on sale of aircraft amounting to
=
P635.5 million from these transactions.
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In July and August 2018, the Group entered into a sale and operating leaseback transaction with JPA
No. 117/118/119 Co., Ltd. covering three (3) Airbus A320. The Group recognized gain on sale of
aircraft amounting to =
P110.2 million from these transactions in 2018. (Note 1)
Operating Fleet
As of December 31, 2018 and 2017, the Group’s operating fleet follows:
2018 2017
Owned (Note 18):
Airbus A320 20 23
ATR 72-500 8 8
ATR 72-600 12 8
Airbus A321 CEO 7 −
Airbus A330 2 2
Airbus A319 – 1
Under operating lease (Note 30):
Airbus A320 16 13
Airbus A330 6 6
71 61
Construction in-progress represents the cost of airframe and engine construction in-progress and
buildings and improvements and other ground property under construction. Construction in-progress
is not depreciated until such time when the relevant assets are completed and available for use. As of
December 31, 2018 and 2017, the Group’s capitalized pre-delivery payments as construction in-
progress amounted to = P14,347.7 million and =P15,918.4 million, respectively (Note 30).
The Group recognized loss on disposal of property and equipment reflected under ‘Others’ in the
‘General and administrative expenses’ account amounting to =P72.2 million, P
=1.1 million and
=54.2 million in 2018, 2017 and 2016, respectively (Note 23).
P
As of December 31, 2018 and 2017, the gross amount of fully depreciated property and equipment
which are still in use by the Group amounted to =
P2,667.2 million and =
P1,654.1 million, respectively.
As of December 31, 2018 and 2017, there are no temporarily idle property and equipment.
Investment in PAAT
Investment in PAAT pertains to the Parent Company’s 60% investment in shares of the joint venture.
However, the joint venture agreement between the Parent Company and CAE International Holdings
Limited (CAE) states that the Parent Company is entitled to 50% share on the net income/loss of
PAAT. As such, the Parent Company recognizes 50% share in net income and net assets of the joint
venture.
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PAAT was created to address the Group’s training requirements and to pursue business opportunities
for training third parties in the commercial fixed wing aviation industry, including other local and
international airline companies. PAAT was formally incorporated in the Philippines on
January 27, 2012 and started commercial operations in December 2012.
Investment in 1Aviation
Investment in 1Aviation refers to the Parent Company’s 40.00% investment in shares of the joint
venture. The joint venture agreement indicates that the agreed ownership ratio is 40% for the Parent
Company and the remaining 60% shall be collectively owned by PAGSS and an individual. The
Parent Company recognizes 40% share in net income and net assets of the joint venture.
1Aviation is engaged in the business of providing groundhandling services for all types of aircraft,
whether for the transport of passengers or cargo, international or domestic flights, private.
commercial, government or military purposes to be performed at the Ninoy Aquino International
Airport and other airports in the Philippines as may be agreed by the co-venturers.
Investment in an Associate
In May 2016, the Parent Company entered into Value Alliance Agreement with other low cost
carriers (LCCs), namely, Scoot Tigerair Pte. Ltd. (formerly known as Scoot Pte. Ltd.), Nok Airlines
Public Company Limited, CEBGO, and Vanilla Air Inc. The alliance aims to increase passenger
traffic by creating interline partnerships and parties involved have agreed to create joint sales and
support operations to expand services and products available to passengers. This is achieved through
LCCs’ investment in Air Block Box Asia Pacific Pte. Ltd. (ABB).
In November 2016, the Parent Company acquired shares of stock in ABB amounting to
=
P43.7 million. ABB is an entity incorporated in Singapore in 2016 to manage the ABB settlement
system, which facilitates the settlement of sales proceeds between the issuing and carrying airlines,
and of the transaction fee due to ABB.
The investment gave the Parent Company a 15% shareholding proportion to ABB which is classified
as an investment in an associate and is accounted for at equity method. ABB started its operations in
2018, the investment is recognized at cost and is subject to any remeasurement within the
measurement period. As of December 31, 2018 and 2017, the net carrying amount of the Group’s
investment with ABB amounted to = P43.7 million.
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The movements in the carrying values of the Group’s investments in joint ventures in A-plus, SIAEP,
PAAT and 1Aviation follow:
2018
A-plus SIAEP PAAT 1Aviation Total
Cost
Balance at January 1, 2018 P
=87,012,572 P
=486,168,900 P
=134,873,645 P
=− P
=708,055,117
Investment during the year − − − 46,000,000 46,000,000
Balance at December 31, 2018 87,012,572 486,168,900 134,873,645 46,000,000 754,055,117
Accumulated Equity in
Net Income (Loss)
Balance at January 1, 2018 142,323,570 (106,944,858) 53,824,686 − 89,203,398
Equity in net income (loss) during
the year 102,558,877 46,441,201 8,277,773 (21,013,677) 136,264,174
Dividends declared (79,454,917) − − − (79,454,917)
Balance at December 31, 2018 165,427,530 (60,503,657) 62,102,459 (21,013,677) 146,012,655
Net Carrying Value P
=252,440,102 P
=425,665,243 P
=196,976,104 P
=24,986,323 P
=900,067,772
2017
A-plus SIAEP PAAT 1Aviation Total
Cost
Balance at January 1, 2017 =87,012,572
P =486,168,900
P =134,873,645
P =
P− =708,055,117
P
Accumulated Equity in
Net Income (Loss)
Balance at January 1, 2017 143,617,164 (120,852,015) 31,267,183 − 54,032,332
Equity in net income during the year 103,865,989 13,907,157 22,557,503 − 140,330,649
Dividends declared (105,159,583) – – − (105,159,583)
Balance at December 31, 2017 142,323,570 (106,944,858) 53,824,686 − 89,203,398
Net Carrying Value =229,336,142
P =379,224,042
P =188,698,331
P =−
P =797,258,515
P
Selected financial information of A-plus, SIAEP, PAAT and 1Aviation as of December 31 follow:
2018
A-plus SIAEP PAAT 1Aviation
Total current assets =703,718,875
P =904,002,877
P =145,133,727
P =68,832,080
P
Noncurrent assets 239,423,720 1,648,489,384 1,150,357,261 283,007,321
Current liabilities (427,958,713) (658,949,475) (44,850,669) (289,373,594)
Noncurrent liabilities – (677,356,377) (856,688,112) –
Equity 515,183,882 1,216,186,409 393,952,207 62,465,807
Proportion of the Group’s ownership 49% 35% 50% 40%
Carrying amount of the investments =252,440,102
P =425,665,243
P =196,976,104
P =24,986,323
P
2017
A-plus SIAEP PAAT 1Aviation
Total current assets =647,609,652
P =844,054,548
P P236,515,967
= =−
P
Noncurrent assets 236,491,515 1,633,406,976 761,202,139 −
Current liabilities (416,068,224) (630,064,750) (46,069,909) −
Noncurrent liabilities – (763,899,511) (574,251,536) –
Equity 468,032,943 1,083,497,263 377,396,661 −
Proportion of the Group’s ownership 49% 35% 50% −
Carrying amount of the investments =229,336,142
P =379,224,042
P =188,698,331
P =−
P
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Summary of statements of comprehensive income of A-plus, SIAEP and PAAT for the twelve-month
period and 1Aviation for the six-month ended December 31 follow:
2018
A-plus SIAEP PAAT 1Aviation
Revenue P
=1,037,425,075 P
=1,839,177,793 P
=237,669,156 P
=174,576,555
Expenses (860,831,651) (1,660,888,818) (173,179,771) (249,414,260)
Other income (expenses) 113,280,844 (24,186,909) (43,116,858) (209,953)
Income before tax 289,874,268 154,102,066 21,372,527 (75,047,658)
Income tax expense (benefit) 80,570,437 21,412,920 4,816,980 (22,513,464)
Net income (loss) P
=209,303,831 P
=132,689,146 P
=16,555,547 (P
= 52,534,194)
Group’s share of profit (loss) for the year P
=102,558,877 P
=46,441,201 P
=8,277,774 (P
= 21,013,678)
2017
A-plus SIAEP PAAT 1Aviation
Revenue =1,048,531,465
P =1,511,437,871
P P291,754,990
= =
P−
Expenses (787,755,096) (1,431,375,266) (207,365,599) −
Other income (expenses) 27,808,071 (29,617,330) (32,481,449) −
Income before tax 288,584,440 50,445,275 51,907,942 −
Income tax expense 76,613,034 10,710,542 6,792,936 −
Net income =211,971,406
P =39,734,733
P =45,115,006
P =
P−
Group’s share of profit for the year =103,865,989
P =13,907,157
P =22,557,503
P =
P−
2016
A-plus SIAEP PAAT 1Aviation
Revenue =987,094,549
P =969,132,649
P P305,467,453
= =
P−
Expenses (653,807,788) (937,444,460) (193,942,399) −
Other income (expenses) 62,291,042 (18,573,663) (46,126,617) −
Income before tax 395,577,803 13,114,526 65,398,437 −
Income tax expense 96,535,066 5,200,863 7,382,199 −
Net income =299,042,737
P =7,913,663
P =58,016,238
P =
P−
Group’s share of profit for the year =146,530,941
P =2,769,782
P =29,008,119
P =
P−
The fiscal year-end of A-plus and SIAEP is every March 31 while the year-end of PAAT and
1Aviation is every December 31.
For the periods ended December 31, 2018 and 2017, the Parent Company received dividends from
A-plus amounting to =P87.9 million and =
P124.7 million, respectively. Dividends received in 2018
includes dividends declared in 2017 amounting to =
P42.1 million. Outstanding dividends receivable
from A-plus amounted to =P43.0 million and =
P42.1 million as of December 31, 2018 and 2017,
respectively.
The share of the Parent Company in the net income of A-plus included in the consolidated retained
earnings amounted to = P165.4 million and =P142.3 million as of December 31, 2018 and 2017,
respectively, which is not currently available for dividend distribution unless declared by A-plus.
The share of the Parent Company in the net income of PAAT included in the consolidated retained
earnings amounted to = P62.1 million and =P53.8 million as of December 31, 2018 and 2017,
respectively, which is not currently available for dividend distribution unless declared by PAAT.
As of December 31, 2018 and 2017, the share of the Parent Company in SIAEP’s accumulated losses
amounted to =
P60.5 million and =
P106.9 million, respectively.
The Parent Company’s share in the accumulated losses recognized by 1Aviation amounted to
=21.0 million for the ten months ended December 31, 2018.
P
*SGVFS033667*
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14. Goodwill
This account, which has a balance of =P566.8 million as of December 31, 2018 and 2017, represents
the goodwill arising from the acquisition of CEBGO. Goodwill is attributed to the following:
Defensive Strategy
Acquiring a competitor enables the Parent Company to manage overcapacity in certain geographical
areas/markets.
The Parent Company also identified intangible assets amounting to P =852.7 million representing costs
to establish brand and market opportunities under the strategic alliance with Tiger Airways Holding
Limited (Note 15).
Impairment testing of Goodwill and Intangible Assets with Indefinite Useful Lives
For purposes of impairment testing of these assets, CEBGO was considered as the CGU. In 2018,
2017 and 2016, management assessed that no impairment losses should be recognized for these
intangible assets with indefinite useful lives.
∂ Future revenue, profit margins and revenue growth rates: These assumptions are based on the past
performance of CEBGO, market developments and expectations in the industry.
∂ Discount rates: The discount rate used for the computation of the net present value is the
weighted average cost of equity and was determined by reference to comparable entities.
2018 2017
Advances to suppliers - net of current portion P
=4,122,016,516 =2,518,707,118
P
Intangible assets 852,691,869 852,691,869
Refundable deposits 203,244,020 30,639,912
Others 174,691,659 405,505,544
P
=5,352,644,064 =3,807,544,443
P
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Noncurrent portion of advances to suppliers refers to advances made for the purchase of various
aircraft parts, service maintenance for regular maintenance and restoration costs of the aircraft which
are expected to be consumed beyond one year from the reporting date.
Intangible assets represent portion of the cost on the acquisition of CEBGO which pertains to the
established brand and market opportunities under the strategic alliance of CEBGO at the time of
acquisition. Refer to Note 14 for the impairment test of these intangible assets with indefinite useful
lives.
Refundable deposits mostly refer to the amount provided to aircraft lessors as security in various
operating lease agreements.
Others include commitment fees provided to aircraft manufacturer of A321 NEO to be capitalized as
part of the cost of A321 NEO upon delivery.
2018 2017
Accounts payable P
=6,434,772,574 =
P 4,348,772,864
Accrued expenses 4,865,824,365 5,626,405,247
Airport and other related fees payable 3,684,830,069 3,255,283,618
Advances from agents and others 787,104,397 483,419,341
Accrued interest payable (Note 18) 337,109,129 219,991,240
Other payables 231,672,631 248,913,529
=16,341,313,165 =
P P14,182,785,839
Accrued Expenses
The Group’s accrued expenses include accruals for:
2018 2017
Maintenance (Note 30) P
=1,460,007,483 =1,594,899,506
P
Compensation and benefits 955,379,006 1,288,053,955
Advertising and promotion 740,372,440 808,520,772
Navigational charges 573,939,401 512,565,815
Repairs and services 491,531,304 392,949,302
Reservation costs 101,704,391 34,648,276
Fuel 87,645,898 173,828,180
Training costs 70,706,678 80,830,272
Catering supplies 65,142,224 53,736,429
Rent (Note 30) 62,995,824 121,871,445
Professional fees 31,390,498 23,310,422
Ground handling charges 25,751,032 296,891,238
Landing and take-off fees 20,751,933 119,171,719
Aircraft insurance 4,391,964 9,730,292
Others 174,114,289 115,397,624
P
=4,865,824,365 =5,626,405,247
P
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Accounts Payable
Accounts payable consists mostly of payables related to the purchase of inventories, are noninterest-
bearing and are normally settled on a 60-day term. These inventories are necessary for the daily
operations and maintenance of the aircraft, which include aviation fuel, expendables parts, equipment
and in-flight supplies. It also includes other nontrade payables.
Other Payables
Other payables are noninterest-bearing and have an average term of two months. This account
includes commissions payable, refunds payable and other tax liabilities such as withholding taxes and
output value added tax (VAT).
2018 2017
Unearned passenger revenue P
=9,598,133,327 =9,050,351,455
P
Deferred ancillary revenue 1,512,384,705 −
P
=11,110,518,032 =9,050,351,455
P
Recognized deferred ancillary revenue as of December 31, 2018 with the effect of PFRS 15 follows:
*SGVFS033667*
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2018
Annual Interest Rates Range Philippine Peso
(Note 28) Maturities US Dollar Equivalent
ECA loans 3.00% to 5.00% Various dates US$895,255 P
= 47,072,508
through 2024
3.00% to 5.00%
(US Dollar LIBOR) 55,944,933 2,941,584,577
56,840,188 2,988,657,085
US Dollar 3.00% to 5.00% Various dates
commercial loans through 2025 123,810,163 6,509,938,371
3.00% to 5.00%
(US Dollar LIBOR) 445,752,453 23,437,663,976
569,562,616 29,947,602,347
Philippine Peso 5.00% to 7.00% 2016 through
commercial loans (PDST-R2 and BVAL) 2026 − 20,861,286,829
US$626,402,804 P
= 53,797,546,261
2017
Annual Interest Rates Range Philippine Peso
(Note 28) Maturities US Dollar Equivalent
ECA loans 3.00% to 5.00% Various dates US$28,434,642 P
=1,419,741,691
through 2024
2.00% to 5.00%
(US Dollar LIBOR) 101,568,931 5,071,336,717
130,003,573 6,491,078,408
US Dollar 3.00% to 5.00% Various dates
commercial loans through 2025
86,000,000 4,293,980,000
2.00% to 5.00%
(US Dollar LIBOR) 333,493,848 16,651,347,844
419,493,848 20,945,327,844
Philippine Peso 3.00% to 5.00% 2016 through
commercial loans (PDST-R2) 2026 ‒ 13,545,804,500
US$549,497,421 P
=40,982,210,752
The current and noncurrent portion of long-term debt are shown below:
2018
Philippine Peso
US Dollar Equivalent
Current
US Dollar loans US$76,134,780 P4,003,166,718
=
Philippine Peso loans ‒ 2,612,028,929
76,134,780 6,615,195,647
Noncurrent
US Dollar loans 550,268,024 28,933,092,714
Philippine Peso loans ‒ 18,249,257,900
550,268,024 47,182,350,614
US$626,402,804 =53,797,546,261
P
*SGVFS033667*
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2017
Philippine Peso
US Dollar Equivalent
Current
US Dollar loans US$90,548,405 P4,521,081,874
=
Philippine Peso loans ‒ 1,448,175,750
90,548,405 5,969,257,624
Noncurrent
US Dollar loans 458,949,016 22,915,324,378
Philippine Peso loans ‒ 12,097,628,750
458,949,016 35,012,953,128
US$549,497,421 =40,982,210,752
P
2018
US Dollar Philippine Peso Philippine Peso
Loans Equivalent Loans Total
2017
Philippine Peso Philippine Peso
US Dollar Loans Equivalent Loans Total
ECA Loans
From 2005 to 2012, the Parent Company entered into ECA-backed loan facilities to partially finance
the purchases of ten (10) Airbus A319 aircraft, seven (7) ATR 72-500 turboprop aircraft, and ten (10)
Airbus A320 aircraft. The security trustee of these ECA loans established SPEs – CALL, BLL, SLL,
SALL, VALL, and POALL - which purchased the aircraft from the supplier and leases such aircraft
to the Parent Company pursuant to (a) ten-year finance lease arrangement for the ATR 72-500
turboprop aircraft and (b) twelve-year finance lease arrangement for the Airbus A319 and A320
aircraft, both with an option to purchase the aircraft for a nominal amount at the end of such leases.
The lease rentals made by the Parent Company to these SPEs, guaranteed by CPAHI and JGSHI,
correspond to the loan payments made by the SPEs to the ECA-backed lenders.
*SGVFS033667*
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In 2015 to 2017, the Parent Company exercised the purchase option on ten Airbus A319 aircraft,
which were then sold to a third party as part of a forward sale arrangement. The purchase required
the prepayment of the balance of the loan facility attributed to the sold Airbus A319 aircraft.
In 2017, the Group prepaid the ECA Loans covering four (4) Airbus A320.
In 2018, the Parent Company exercised the option to purchase five (5) ATR 72-500 aircraft upon
maturity and full payment of their corresponding loan facilities and prepaid the ECA loans covering
three (3) Airbus A320.
As of December 31, 2018 and 2017, the terms of the remaining ECA-backed facilities follow:
∂ Term of twelve (12) years starting from the delivery date of each Airbus A320 aircraft and
ten (10) years for each ATR 72-500 turboprop aircraft.
∂ Combination of annuity style and equal principal repayments made on a semi-annual basis and a
quarterly basis.
∂ Mixed interest rates with fixed annual interest rates ranges from 3.00% to 5.00% and variable
rates based on US dollar LIBOR plus margin.
∂ Other than what is permitted by the transaction documents or the ECA administrative parties, the
SPEs cannot create or allow to exist any other security interest.
∂ Upon default, the outstanding amount of loan plus accrued interest will be payable, and the ECA
lenders will foreclose on secured assets, namely the aircraft.
As of December 31, 2018 and 2017, the total outstanding balance of the ECA loans amounted to
=2,988.7 million (US$56.8 million) and =
P P6,491.1 million (US$130.0 million), respectively. Interest
expense amounted to =
P176.4 million, =
P291.6 million and =P401.0 million in 2018, 2017 and 2016,
respectively.
In 2018, the Group prepaid the US dollar loan facilities for ten (10) Airbus A320 aircraft resulting to
dissolution of PTHALL, SAALL and SBALL (Note 1). The Group subsequently entered into four
(4) Philippine peso commercial loan facilities and six (6) USD commercial loans for the same
aircraft. The Group also prepaid the loan facilities of the engines and entered into US dollar
commercial loans to finance the acquisition of seven (7) Airbus A321 CEO aircraft.
As of December 31, 2018 and 2017, the terms of the remaining commercial loan facilities follow:
∂ Term of six to ten years starting from the delivery date of each aircraft.
∂ Combination of annuity style and equal principal repayments made on a semi-annual and
quarterly basis.
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∂ Mixed interest rates with fixed annual interest rates ranges from 3.00% to 5.00% and variable
rates based on US dollar LIBOR plus margin.
∂ Upon default, the outstanding amount of loan plus accrued interest will be payable, and the
lenders will foreclose on secured assets, namely the aircraft.
As of December 31, 2018 and 2017, the total outstanding balance of the US dollar commercial loans
amounted to =P29,947.6 million (US$569.6 million) and =
P20,945.3 million (US$419.5 million),
respectively. Interest expense amounted to =
P1,099.8 million, =
P780.6 million and =
P751.9 million in
2018, 2017 and 2016, respectively.
In 2018, the Group entered into Philippine peso commercial loan facilities to partially finance the
acquisition of four (4) ATR 72-600 aircraft and refinance four (4) Airbus A320 aircraft.
As of December 31, 2018 and 2017, the terms of the commercial loan facilities follow:
∂ Term of seven to ten years starting from the delivery dates of each aircraft.
∂ Twenty eight to forty equal consecutive principal repayments made on a quarterly basis.
∂ Interests on loans are variable rates based on Philippines Bloomberg Valuation (PH BVAL) and
PDST-R2 in 2018 and 2017, respectively.
∂ Upon default, the outstanding amount of loan plus accrued interest will be payable, and the lenders
will foreclose on secured assets, namely the aircraft.
As of December 31, 2018 and 2017, the total outstanding Philippine Peso commercial loans
amounted to = P20,861.3 million and =
P13,545.8 million, respectively. Interest expense incurred from
these loans amounted to =
P826.4 million, P
=349.3 million and =P17.3 million in 2018, 2017 and 2016,
respectively.
The Group is required to comply with affirmative and negative covenants until termination of loans.
As of December 31, 2018 and 2017, the Group is not in breach of any loan covenants.
2018 2017
Asset retirement obligation (ARO) P
=5,781,386,463 =3,675,087,466
P
Deferred revenue on rewards program 954,057,251 720,229,576
P
=6,735,443,714 =4,395,317,042
P
ARO
The Group is contractually required under various lease contracts to restore certain leased aircraft to
its original condition at its own cost or to bear a proportionate cost of restoration at the end of the
contract period. These costs are accrued based on estimates made by the Group’s engineers, which
include estimates of future aircraft utilization and certain redelivery costs at the end of the lease
period.
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2018 2017
Balance at beginning of year P
=3,675,087,466 =2,465,671,139
P
Provision for ARO 2,106,298,997 1,209,416,327
Balance at end of year P
=5,781,386,463 =3,675,087,466
P
In 2018, 2017 and 2016, ARO expenses included as part of repairs and maintenance amounted to
=2,106.3 million and =
P P1,209.4 million and P
=1,121.1 million, respectively (Note 22).
2018 2017
Balance at January 1 P
=720,229,576 =376,960,459
P
Add: Estimated liability on issued points 691,673,529 600,627,712
Subtotal 1,411,903,105 977,588,171
Less: Estimated liability on redeemed points 178,326,243 132,853,613
Estimated liability on expired points 279,519,611 124,504,982
Balance at December 31 P
=954,057,251 =720,229,576
P
20. Equity
The details of the number of common stock and the movements thereon follow:
2018 2017
Authorized - at P
=1 par value 1,340,000,000 1,340,000,000
Capital stock 613,236,550 613,236,550
Treasury shares (10,871,060) (7,283,220)
Issued and outstanding 602,365,490 605,953,330
Common Stock
On October 26, 2010, the Parent Company listed with the PSE its common stock, by way of primary
and secondary share offerings, wherein it offered 212,419,700 shares to the public at =P125.00 per
share. Of the total shares sold, 30,661,800 shares are newly issued shares with total proceeds
amounting to P =3,800.0 million. The Parent Company’s share in the total transaction costs incurred
incidental to the IPO amounted to = P100.4 million, which is charged against ‘Capital paid in excess of
par value’ in the consolidated statements of financial position. The registration statement was
approved on October 11, 2010. After its listing with the PSE, there have been no subsequent
offerings of common stock. The Group has 97 and 91 existing certified shareholders as of
December 31, 2018 and 2017, respectively.
Treasury Stock
On February 28, 2011, the BOD of the Parent Company approved the creation and implementation of
a share buyback program (SBP) up to =
P2,000.0 million worth of the Parent Company’s common
stock. The SBP shall commence upon approval and shall end upon utilization of the said amount, or
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as may be otherwise determined by the BOD. In August 2018, the Parent Company has decided to
resume its SBP.
The Parent Company has 10,871,060 and 7,283,220 shares held in treasury with cost of
=785.5 million and =
P P529.3 million as of December 31, 2018 and 2017, respectively, restricting the
Parent Company from declaring an equivalent amount from unappropriated retained earnings as
dividends.
After reconciling items which include fair value adjustments on financial instruments, unrealized
foreign exchange loss, recognized deferred tax assets and others, and cost of common stocks
held in treasury, the amount of retained earnings that is available for dividend declaration as of
December 31, 2018 and 2017 amounted to P =1,565.0 million and = P4,291.8 million, respectively.
Capital Management
The primary objective of the Group’s capital management is to ensure that it maintains healthy capital
ratios in order to support its business and maximize shareholder value. The Group manages its
capital structure, which is composed of paid-up capital and retained earnings, and makes adjustments
to these ratios in light of changes in economic conditions and the risk characteristics of its activities.
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In order to maintain or adjust the capital structure, the Group may adjust the amount of dividend
payment to shareholders, return capital structure or issue capital securities. No changes have been
made in the objective, policies and processes as they have been applied in previous years.
The Group’s ultimate parent monitors the use of capital structure using a debt-to-equity ratio, which
is gross debt divided by total capital. JGSHI includes within gross debt all interest-bearing loans and
borrowings, while capital represents total equity.
2018 2017
(a) Long-term debt (Note 18) =53,797,546,261 =
P P40,982,210,752
(b) Equity 40,102,133,279 39,785,579,366
(c) Debt-to-equity ratio (a/b) 1.3:1 1.0:1
The JGSHI Group’s policy is to keep the debt-to-equity ratio at the 2:1 level as of December 31, 2018
and 2017. Such ratio is currently being managed on a group level by the Group’s ultimate parent.
Others pertain to revenue from in-flight sales, advanced seat selection fees, reservation booking fees
and others (Note 27).
Flying Operations
This account consists of:
Flight deck expenses consist of salaries of pilots and co-pilots, training costs, meals and allowances,
insurance and other pilot-related expenses.
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Airport charges are fees which are paid to airport authorities relating to landing and take-off of
aircraft on runways, as well as for the use of airport facilities.
Ground handling refers to expenditures incurred for services rendered at airports, which are paid to
departure stations or ground handling agents.
Others pertain to staff expenses incurred by the Group such as basic pay, employee training cost and
allowances.
Others include membership dues, annual listing maintenance fees, supplies, bank charges and others.
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As of December 31, 2018 and 2017, the discount rate used in determining the retirement liability is
determined by reference to market yields at the reporting date on Philippine government bonds.
2018 2017
Balance at January 1 P
=435,430,849 =442,414,064
P
Interest income included in net interest cost 21,586,353 21,486,540
Actual contribution during the year 124,017,696 1,000
Return on plan assets, excluding amount included in
net interest cost (8,558,367) (28,470,755)
Benefits paid (721,014) −
Balance at December 31 P
=571,755,517 =435,430,849
P
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The benefits paid during 2018 and 2017 were paid out of Group’s operating funds.
Components of retirement expense included in the Group’s consolidated statements of comprehensive
income follow:
2018 2017 2016
Current service cost P
=116,773,839 =124,017,696
P =111,059,054
P
Interest cost 36,511,290 30,978,048 27,322,659
Total retirement expense P
=153,285,129 =154,995,744
P =138,381,713
P
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Shown below are the sensitivity analyses that has been determined based on reasonably possible
changes of the assumption occurring as of the end of the reporting period, assuming if all other
assumptions were held constant:
2018
PVO
Discount rates 8.35% (+1.00%) P981,606,186
=
6.35% (-1.00%) 1,157,746,082
2017
PVO
Discount rates 6.73% (+1.00%) P944,306,805
=
4.73% (-1.00%) 1,124,639,036
Each year, an Asset-Liability Matching Study (ALM) is performed with the result being analyzed in
terms of risk-and-return profiles. As of December 31, 2018 and 2017, the Group’s investment
consists of 76% of debt instruments and 13% of cash and receivables and 73% of debt instruments
and 27% of cash and receivables, respectively. The principal technique of the Group’s ALM is to
ensure the expected return on assets to be sufficient to support the desired level of funding arising
from the defined benefit plans.
Shown below is the maturity profile of the undiscounted benefit payments of the Group as of
December 31, 2018 and 2017:
2018
Normal Other Normal
Plan Year Retirement Retirement Total
Less than one year =77,038,901
P =43,945,745
P P120,984,646
=
One to less than five years 166,608,820 234,591,773 401,200,593
Five to less than 10 years 411,519,586 413,313,851 824,833,437
10 to less than 15 years 508,423,380 475,165,193 983,588,573
15 to less than 20 years 606,655,451 491,658,812 1,098,314,263
20 years and above 2,649,264,205 874,899,835 3,524,164,040
2017
Normal Other Normal
Plan Year Retirement Retirement Total
Less than one year =83,066,349
P =36,909,566
P P119,975,915
=
One to less than five years 100,566,495 217,623,698 318,190,193
Five to less than 10 years 409,212,531 396,721,336 805,933,867
10 to less than 15 years 448,970,827 448,320,680 897,291,507
15 to less than 20 years 511,864,635 432,141,338 944,005,973
20 years and above 1,829,024,599 744,639,760 2,573,664,359
The average duration of the expected benefit payments as of December 31, 2018 and 2017 is
19.01 years and 17.95 years, respectively.
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Income taxes include corporate income tax, as discussed below, and final taxes paid at the rate of
20.00% and 7.50% on peso-denominated and foreign currency-denominated short-term placements
and cash in banks, respectively, which are final withholding taxes on gross interest income.
The NIRC of 1997 also provides for rules on the imposition of a 2.00% MCIT on the gross income as
of the end of the taxable year beginning on the fourth taxable year immediately following the taxable
year in which the Group commenced its business operations. Any excess MCIT over the RCIT can
be carried forward on an annual basis and credited against the RCIT for the three immediately
succeeding taxable years.
In addition, under Section 11 of R.A. No. 7151 (Parent Company’s Congressional Franchise) and
under Section 15 of R.A. No. 9517 (CEBGO’s Congressional Franchise) known as the “ipso facto
clause” and the “equality clause”, respectively, the Group is allowed to benefit from the tax privileges
being enjoyed by competing airlines. The Group’s major competitor, by virtue of P.D. No. 1590, is
enjoying tax exemptions which are likewise being claimed by the Group, if applicable, including but
not limited to the following:
a. To depreciate its assets to the extent of not more than twice as fast the normal rate of
depreciation; and
b. To carry over as a deduction from taxable income any NOLCO incurred in any year up to five
years following the year of such loss.
The components of the Group’s deferred tax assets and liabilities follow:
2018 2017
Items recognized in profit or loss
Deferred tax assets:
ARO P
=1,734,415,939 =1,102,526,240
P
Unrealized foreign exchange losses - net 880,664,588 903,411,993
Deferred revenue - Lifestyle rewards program 286,217,175 216,068,873
Unrealized loss on net derivative liabilities 228,895,609 −
NOLCO 205,652,081 461,723,431
Retirement liability 94,737,201 135,428,300
MCIT 26,358,572 422,877,029
Allowance for credit losses 24,967,790 101,397,202
3,481,908,955 3,343,433,068
(Forward)
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2018 2017
Deferred tax liability:
Double declining depreciation P
=1,864,944,473 =2,186,122,651
P
Business combination 185,645,561 185,645,561
Unrealized gain on net derivative assets − 136,320,026
2,050,590,034 2,508,088,238
1,431,318,921 835,344,830
Item recognized directly in other
comprehensive income
Deferred tax asset:
Reserve for retirement plan 52,699,700 55,660,023
P
=1,484,018,621 =891,004,853
P
The Group’s recognized deferred tax assets and deferred tax liabilities are expected to be reversed
more than 12 months after the reporting date.
Movement in accrued retirement cost amounted to P =3.0 million, =
P16.6 million and =
P3.4 million in
2018, 2017 and 2016, respectively, is presented under OCI.
Parent Company
Details of the MCIT are as follows:
The Parent Company has outstanding registrations with the BOI as a new operator of air transport
on a pioneer and non-pioneer status under the Omnibus Investments Code of 1987 (Executive
Order 226) (Note 32). On all existing registrations, the Parent Company can avail of bonus years in
certain specified cases but the aggregate ITH availments (basic and bonus years) shall not exceed
eight years.
As of December 31, 2018 and 2017, the Parent Company has complied with capital requirements set
by the BOI in order to avail the ITH incentives for aircraft of registered activity (Note 32).
CEBGO
Details of NOLCO and MCIT are as follows:
NOLCO
Year Incurred Amount Applied Expired Balance Expiry Year
2013 P853,571,166
= (P
=72,839,177) (P
=780,731,989) =
P– 2018
2014 685,506,938 – – 685,506,938 2019
=1,539,078,104
P (P
=72,839,177) (P
=780,731,989) =685,506,938
P
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MCIT
A reconciliation of the statutory income tax rate to the effective income tax rate follows:
The following reflects the income and share data used in the basic/diluted EPS computations:
The Group has no dilutive potential common shares in 2018, 2017 and 2016.
Transactions between related parties are based on terms similar to those offered to nonrelated parties.
Parties are considered to be related if one party has the ability, directly or indirectly, to control the
other party or exercise significant influence over the other party in making financial and operating
decisions or the parties are subject to common control or common significant influence. Related
parties may be individuals or corporate entities.
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The Group has entered into transactions with its ultimate parent, its JVs and affiliates principally
consisting of advances, sale of passenger tickets, reimbursement of expenses, regular banking
transactions, maintenance and administrative service agreements. In addition to the related
information disclosed elsewhere in the consolidated financial statements, the following are the
year-end balances in respect of transactions with related parties, which were carried out in the normal
course of business on terms agreed with related parties during the year.
The significant transactions and outstanding balances of the Group with the related parties follow:
2018
Amount/ Outstanding
Related Party Volume Balance Terms Conditions
Parent company
(1) CPAHI
Due from related parties P
=– P
= 65,800 Non-interest bearing Unsecured, No impairment
(3) SIAEP
Due from related parties 8,562,316 8,850,332 Non-interest bearing Unsecured, No impairment
Trade receivables 1,247,394 122,998 Non-interest bearing Unsecured
Trade payables (320,417,073) (1,380,225) Non-interest bearing Unsecured
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2018
Amount/ Outstanding
Related Party Volume Balance Terms Conditions
2017
Amount/ Outstanding
Related Party Volume Balance Terms Conditions
Parent company
(1) CPAHI
Due from related parties =
P– P
=65,800 Non-interest bearing Unsecured, No impairment
(3) SIAEP
Due from related parties 41,661,117 3,497,088 Non-interest bearing Unsecured, No impairment
Trade payables (606,357,222) (8,742,743) Non-interest bearing Unsecured
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2016
Amount/ Outstanding
Related Party Volume Balance Terms Conditions
Parent company
(1) CPAHI
Due from related parties =
P‒ P
=65,800 Non-interest bearing Unsecured, No impairment
(3) SIAEP
Due from related parties 5,305,518 2,723,623 Non-interest bearing Unsecured, No impairment
Trade payables 67,351,578 (2,894,088) Non-interest bearing Unsecured
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1. There were expenses paid in advance by the Group on behalf of CPAHI. The said expenses are
subject to reimbursement and are recorded under ‘Receivables’ account in the consolidated
statements of financial position.
2. The Group entered into a Shared Services Agreement with A-plus. Under the aforementioned
agreement, the Group will render certain administrative services to A-plus, which include payroll
processing and certain information technology-related functions. The Group also entered into a
Ground Support Equipment (GSE) Maintenance Services Agreement with A-plus. Under the
GSE Maintenance Services Agreement, the Group shall render routine preventive maintenance
services on certain ground support equipment used by A-plus in providing technical GSE to
airline operators in major airports in the Philippines. The Group also performs repair or
rectification of deficiencies noted and supply replacement components.
3. For the aircraft maintenance program, the Group engaged A-plus to render line maintenance, light
aircraft checks and technical ramp handling services at various domestic and international
airports, and to maintain and provide aircraft heavy maintenance services which was performed
by SIAEP. Cost of services are recorded as ‘Repairs and maintenance’ account in the
consolidated statements of comprehensive income and any unpaid amount as of reporting date as
trade payable under ‘Accounts payable and other accrued liabilities’ account.
4. The Group maintains deposit accounts and short-term investments with RBank which is reported
under ‘Cash and cash equivalents’ account. The Group also incurs liabilities to RBank for loan
payments of its employees and to URC primarily for the rendering of payroll service to the Group
which are recorded under ‘Due to related parties’ account.
5. The Group provides air transportation services to certain related parties, for which unpaid
amounts are recorded as trade receivables under ‘Receivables’ account in the consolidated
statements of financial position.
The Group also purchases goods from URC for in-flight sales and recorded as trade payable, if
unpaid, in the consolidated statements of financial position. Total amount of purchases in 2018,
2017 and 2016 amounted to = P36.1 million, =
P38.6 million and =P37.2 million, respectively.
6. In 2012, the Group entered into a sub-lease agreement with PAAT for its office space. The lease
agreement is for a period of 15 years from November 29, 2012 until November 19, 2027.
7. In 2013 and 2012, under the shareholder loan agreement, the Group provided a loan to PAAT to
finance the purchase of its Full Flight Simulator, other equipment and other working capital
requirements. Aggregate loans provided by the Group amounted to P =155.4 million
(US$3.5 million). The loans are subject to two percent (2%) interes t per annum. In 2014, the
Group collected =
P41.7 million (US$0.9 million) from PAAT as partial payment of the loan. As
of December 31, 2018 and 2017, loan to PAAT amounted to P =92.8 million (US$2.3 million) and
=
P91.0 million (US$2.2 million).
8. In 2015, the Parent Company entered into sublease arrangements with CEBGO for the lease of its
eight (8) ATR 72-500 aircraft. The sublease period for each aircraft is for three years.
9. In 2016, the Parent Company entered into lease arrangements with CEBGO for the lease of its
two (2) ATR 72-600 aircraft. The lease period for each aircraft is for six years.
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10. In 2017, the Parent Company entered into a loan agreement with RBank to finance the acquisition
of four (4) ATR 72-600 aircraft.
11. In 2017, the Parent Company entered into lease arrangements with CEBGO for the lease of its six
(6) ATR 72-600 aircraft. The lease period for each aircraft is for six years.
12. In 2018, the Parent Company entered into sublease arrangements with CEBGO for the lease of its
four (4) ATR 72-600 aircraft. The sublease period for each aircraft is for six years.
13. On March 21, 2018, the Parent Company entered into a Standard Groundhandling Service Agreement
(SGHA) with 1Aviation to provide groundhandling service to Manila and Davao stations.
The compensation of the Group’s key management personnel by benefit type follows:
There are no agreements between the Group and any of its directors and key officers providing for
benefits upon termination of employment, except for such benefits to which they may be entitled
under the Group’s retirement plans.
The Group’s BOD reviews and approves policies for managing each of these risks and these are
summarized in the succeeding paragraphs, together with the related risk management structure.
The risk management framework encompasses environmental scanning, the identification and
assessment of business risks, development of risk management strategies, design and implementation
of risk management capabilities and appropriate responses, monitoring risks and risk management
performance, and identification of areas and opportunities for improvement in the risk management
process.
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Each BOD has created the board-level Audit Committee to spearhead the managing and monitoring
of risks.
Audit Committee
The Group’s Audit Committee assists the Group’s BOD in its fiduciary responsibility for the
over-all effectiveness of risk management systems, and the internal audit functions of the Group.
Furthermore, it is the Audit Committee’s purpose to lead in the general evaluation and to provide
assistance in the continuous improvements of risk management, control and governance processes.
a. Financial reports comply with established internal policies and procedures, pertinent accounting
and auditing standards and other regulatory requirements;
b. Risks are properly identified, evaluated and managed, specifically in the areas of managing credit,
market, liquidity, operational, legal and other risks, and crisis management;
c. Audit activities of internal and external auditors are done based on plan, and deviations are
explained through the performance of direct interface functions with the internal and external
auditors; and
d. The Group’s BOD is properly assisted in the development of policies that would enhance the risk
management and control systems.
The ERM framework revolves around the following eight interrelated risk management approaches:
1. Internal Environmental Scanning - it involves the review of the overall prevailing risk profile of
the Business Unit (BU) to determine how risks are viewed and addressed by the management.
This is presented during the strategic planning, annual budgeting and mid-year performance
reviews of the BU.
2. Objective Setting - the Company’s BOD mandates Management to set the overall annual targets
through strategic planning activities, in order to ensure that management has a process in place to
set objectives that are aligned with the Group’s goals.
3. Event Identification - it identifies both internal and external events affecting the Group’s set
targets, distinguishing between risks and opportunities.
4. Risk Assessment - the identified risks are analyzed relative to the probability and severity of
potential loss that serves as basis for determining how the risks will be managed. The risks are
further assessed as to which risks are controllable and uncontrollable, risks that require
management’s action or monitoring, and risks that may materially weaken the Company’s
earnings and capital.
5. Risk Response - the Group’s BOD, through the oversight role of the Internal Control Group
ensures action plan is executed to mitigate risks, either to avoid, self-insure, reduce, transfer or
share risk.
6. Control Activities - policies and procedures are established and approved by the Group’s BOD
and implemented to ensure that the risk responses are effectively carried out enterprise-wide.
7. Information and Communication - relevant risk management information is identified, captured
and communicated in form and substance that enable all personnel to perform their risk
management roles.
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8. Monitoring - the Internal Control and Internal Audit Groups constantly monitor the management
of risks through audit reviews, compliance checks, revalidation of risk strategies and performance
reviews.
Internal Controls
With the leadership of the Chief Financial Officer (CFO), internal control is embedded in the Group’s
operations thus increasing their accountability and ownership in the execution of the internal control
framework. To accomplish the established goals and objectives, the Group implement robust and
efficient process controls to ensure:
1. Risk Identification - is the critical step of the risk management process. The objective of risk
identification is the early identification of events that may have negative impact on the Group’s
ability to achieve its goals and objectives.
1.1. Risk Indicator - is a potential event or action that may prevent the continuity/action
1.2. Risk Driver - is an event or action that triggers the risk to materialize
1.3. Value Creation Opportunities - is the positive benefit of addressing or managing the risk
2. Identification of Existing Control Measures - activities, actions or measures already in place to
control, prevent or manage the risk.
3. Risk Rating/Score - is the quantification of the likelihood and impact to the Group if the risk
materialize. The rating has two (2) components:
3.1. Probability - the likelihood of occurrence of risk
3.2. Severity - the magnitude of the consequence of risk
4. Risk Management Strategy - is the structured and coherent approach to managing the identified
risk.
5. Risk Mitigation Action Plan - is the overall approach to reduce the risk impact severity and/or
probability of occurrence.
Results of the Risk Assessment Process is summarized in a Dashboard that highlights risks that
require urgent actions and mitigation plan. The dashboard helps Management to monitor, manage
and decide a risk strategy and needed action plan.
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other conditions. Concentrations indicate the relative sensitivity of the Group’s performance to
developments affecting a particular industry or geographical location. Such credit risk
concentrations, if not properly managed, may cause significant losses that could threaten the Group’s
financial strength and undermine public confidence. In order to avoid excessive concentrations of
risk, identified concentrations of credit risks are controlled and managed accordingly.
The Group’s credit risk exposures, before taking into account any collateral held or other credit
enhancements are categorized by geographic location as follows:
2018
Asia
(excluding
Philippines Philippines) Europe Others Total
Cash and cash equivalents* P
= 15,577,558,945 P
= 1,019,495,979 P
= 250,044,195 P
=– P
= 16,847,099,119
Receivables
Trade receivables 1,424,284,785 393,537,336 919,182 46,884,459 1,865,625,762
Due from related parties 371,643,140 ‒ ‒ ‒ 371,643,140
Interest receivable 22,011,422 ‒ ‒ ‒ 22,011,422
Others** 325,888,034 103,598,560 1,127,248 1,232,493 431,846,335
Refundable deposits*** ‒ 203,244,020 ‒ ‒ 203,244,020
P
= 17,721,386,326 P
= 1,719,875,895 P
= 252,090,625 P
= 48,116,952 P
= 19,741,469,798
***Excluding cash on hand
***Include nontrade receivables from insurance, employees and counterparties
***Included under ‘Other noncurrent assets’ account in the consolidated statements of financial position
2017
Asia
(excluding
Philippines Philippines) Europe Others Total
Cash and cash equivalents* =
P14,026,202,306 P
=1,355,785,391 =
P199,606,403 =
P– =
P15,581,594,100
Receivables
Trade receivables 1,006,836,764 452,976,380 ‒ 52,444,904 1,512,258,048
Due from related parties 121,520,658 ‒ ‒ ‒ 121,520,658
Interest receivable 10,192,032 ‒ ‒ ‒ 10,192,032
Others** 293,923,390 43,832,946 256,746,177 ‒ 594,502,513
Refundable deposits*** ‒ 30,639,912 ‒ ‒ 30,639,912
Financial assets at FVPL 454,400,088 ‒ ‒ ‒ 454,400,088
=
P15,913,075,238 P
=1,883,234,629 =
P456,352,580 =
P52,444,904 =
P18,305,107,351
*Excluding cash on hand
**Include nontrade receivables from insurance, employees and counterparties
***Included under ‘Other noncurrent assets’ account in the consolidated statements of financial position
The Group has no concentration of risk with regard to various industry sectors. The major industry
relevant to the Group is the transportation sector and financial intermediaries.
Credit quality per class of financial assets
The Group maintains internal credit rating system relating to its revenue distribution channel credit
risk management. Credit limits have been set based on the assessment of rating identified. Letters of
credit and other forms of credit insurance such as cash bonds are considered in the calculation of
expected credit losses.
Other financial assets include cash and cash equivalents and refundable deposits. The Group
implements external credit rating system which uses available public information and international
credit ratings. The management does not expect default from its counterparty banks given their high
credit standing.
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The tables below show the credit quality by class of financial assets based on internal credit rating of
the Group (gross of allowance for impairment losses) as of December 31, 2018 and 2017:
2018
Neither Past Due Nor Specifically Impaired Past Due
High Standard Substandard or Individually
Grade Grade Grade Impaired Total
Cash and cash equivalents* P
= 16,847,099,119 =
P– =
P– =
P– P
= 16,847,099,119
Receivables
Trade receivables 1,857,036,470 – – 8,589,292 1,865,625,762
Due from related parties 371,643,140 – – ‒ 371,643,140
Interest receivable 22,011,422 – – ‒ 22,011,422
Others** 357,209,659 – – 74,636,676 431,846,335
Refundable deposits*** 203,244,020 – – ‒ 203,244,020
P
= 19,658,243,830 =
P− =
P− P
= 83,225,968 P
= 19,741,469,798
*Excluding cash on hand
**Include nontrade receivables from insurance, employees and counterparties
***Included under ‘Other noncurrent assets’ account in the consolidated statements of financial position
2017
Neither Past Due Nor Specifically Impaired Past Due
High Standard Substandard or Individually
Grade Grade Grade Impaired Total
Cash and cash equivalents* P
=15,581,594,100 =
P– =
P– P
=– =
P15,581,594,100
Receivables
Trade receivables 1,503,741,119 – – 8,516,929 1,512,258,048
Due from related parties 121,520,658 – – – 121,520,658
Interest receivable 10,192,032 – – – 10,192,032
Others** 265,028,769 – – 329,473,744 594,502,513
Refundable deposits*** 30,639,912 – – – 30,639,912
Financial assets at FVPL 454,400,088 ‒ ‒ ‒ 454,400,088
P
=17,967,116,678 =
P− =
P− P
=337,990,673 P
=18,305,107,351
*Excluding cash on hand
**Include nontrade receivables from insurance, employees and counterparties
***Included under ‘Other noncurrent assets’ account in the consolidated statements of financial position
High grade cash and cash equivalents are short-term placements and working cash fund placed,
invested, or deposited in foreign and local banks of which some belong to the top ten banks in terms
of resources and profitability.
High grade accounts are accounts considered to be of high value. The counterparties have a very
remote likelihood of default and have consistently exhibited good paying habits.
Standard grade accounts are active accounts with propensity of deteriorating to mid-range age
buckets. These accounts are typically not impaired as the counterparties generally respond to credit
actions and update their payments accordingly.
Substandard grade accounts are accounts which have probability of impairment based on historical
trend. These accounts show propensity to default in payment despite regular follow-up actions and
extended payment terms.
The following tables show the aging analysis of the Group’s receivables:
2018
Neither Past Past Due But Not Impaired Past
Due Nor Over Due and
Impaired 31-60 Days 61-90 Days 91-180 Days 180 Days Impaired Total
Trade receivables P
= 1,857,036,470 =
P– =
P– =
P– =P– P
= 8,589,292 P
= 1,865,625,762
Due from related parties 371,643,140 ‒ ‒ ‒ ‒ ‒ 371,643,140
Interest receivable 22,011,422 ‒ ‒ ‒ ‒ ‒ 22,011,422
Others* 357,209,659 ‒ ‒ ‒ ‒ 74,636,676 431,846,335
P
= 2,607,900,691 =
P– =
P– =
P– =
P– P
= 83,225,968 P
= 2,691,126,659
*Include nontrade receivables from insurance, employees and counterparties
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2017
Neither Past Past Due But Not Impaired Past
Due Nor Over Due and
Impaired 31-60 Days 61-90 Days 91-180 Days 180 Days Impaired Total
Trade receivables P
=1,503,741,119 =
P– =
P– =
P– =
P– P
=8,516,929 P
=1,512,258,048
Due from related parties 121,520,658 ‒ ‒ ‒ ‒ ‒ 121,520,658
Interest receivable 10,192,032 ‒ ‒ ‒ ‒ ‒ 10,192,032
Others* 265,028,769 ‒ ‒ ‒ ‒ 329,473,744 594,502,513
P
=1,900,482,578 =
P– =
P– =
P– P
=– P
=337,990,673 P
=2,238,473,251
*Include nontrade receivables from insurance, employees and counterparties
Past due and impaired receivables amounted to P =83.2 million and = P338.0 million as of
December 31, 2018 and 2017, respectively. Past due but not impaired receivables are secured by
cash bonds from major sales and ticket offices recorded under ‘Accounts payable and other accrued
liabilities’ account in the consolidated statements of financial position. For the past due and impaired
receivables, specific allowance for impairment losses amounted to P =83.2 million and =P338.0 million
as of December 31, 2018 and 2017, respectively (Note 9).
For other debt financial instruments such as cash and cash equivalents (excluding cash on hand) and
refundable deposits ECLs, the Group applies the general approach of which it track changes in credit
risk at every reporting date. The probability of default (PD) and loss given defaults (LGD) are
estimated using external and benchmark approaches for listed and non-listed financial institutions,
respectively. For listed financial institutions, the Group uses the ratings from Standard and Poor’s
(S&P), Moody’s and Fitch to determine whether the debt instrument has significantly increased in
credit risk and to estimate ECLs. For non-listed financial institutions, the Group uses benchmark
approach where the Group finds comparable companies in the same industry having similar
characteristics. The Group obtains the credit rating of comparable companies to determine the PD
and determines the average LGD of the selected comparable companies to be applied as LGD of the
non-listed financial institutions.
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The two methodologies applied by the Group in assessing and measuring impairment include:
(1) specific/individual assessment; and (2) collective assessment.
Under specific/individual assessment, the Group assesses each individually significant credit
exposure for any objective evidence of impairment, and where such evidence exists, accordingly
calculates the required impairment. Among the items and factors considered by the Group when
assessing and measuring specific impairment allowances are: (a) the timing of the expected cash
flows; (b) the projected receipts or expected cash flows; (c) the going concern of the counterparty’s
business; (d) the ability of the counterparty to repay its obligations during financial crises;
(e) the availability of other sources of financial support; and (f) the existing realizable value of
collateral. The impairment allowances, if any, are evaluated as the need arises, in view of favorable
or unfavorable developments.
With regard to the collective assessment of impairment, allowances are assessed collectively for
losses on receivables that are not individually significant and for individually significant receivables
when there is no apparent nor objective evidence of individual impairment yet. A particular portfolio
is reviewed on a periodic basis in order to determine its corresponding appropriate allowances. The
collective assessment evaluates and estimates the impairment of the portfolio in its entirety even
though there is no objective evidence of impairment yet on an individual assessment. Impairment
losses are estimated by taking into consideration the following deterministic information:
(a) historical losses/write-offs; (b) losses which are likely to occur but have not yet occurred; and
(c) the expected receipts and recoveries once impaired.
Liquidity risk
Liquidity is generally defined as the current and prospective risk to earnings or capital arising from
the Group’s inability to meet its obligations when they become due without recurring unacceptable
losses or costs.
The Group’s liquidity management involves maintaining funding capacity to finance capital
expenditures and service maturing debts, and to accommodate any fluctuations in asset and liability
levels due to changes in the Group’s business operations or unanticipated events created by customer
behavior or capital market conditions. The Group maintains a level of cash and cash equivalents
deemed sufficient to finance operations. As part of its liquidity risk management, the Group regularly
evaluates its projected and actual cash flows. It also continuously assesses conditions in the financial
markets for opportunities to pursue fund raising activities. Fund raising activities may include
obtaining bank loans and availing of export credit agency facilities.
Financial assets
The analysis of financial assets held for liquidity purposes into relevant maturity grouping is based on
the remaining period at the reporting date to the contractual maturity date or, if earlier, the expected
date the assets will be realized.
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Financial liabilities
The relevant maturity grouping is based on the remaining period at the reporting date to the
contractual maturity date. When counterparty has a choice of when the amount is paid, the liability is
allocated to the earliest period in which the Group can be required to pay. When the Group is
committed to make amounts available in installments, each installment is allocated to the earliest
period in which the Group can be required to pay.
The tables below summarize the maturity profile of financial instruments based on remaining
contractual undiscounted cash flows as of December 31, 2018 and 2017:
2018
Less than one 1 to 3 3 to 12 1 to 5 More than
month months months years 5 years Total
Financial Assets
Cash and cash equivalents P
= 14,631,710,545 P
= 2,260,940,000 =
P– =
P– P
=– P
= 16,892,650,545
Receivables:
Trade receivables 1,865,625,762 – – – – 1,865,625,762
Due from related
parties* 371,643,140 – – – – 371,643,140
Interest receivable 22,011,422 – – – – 22,011,422
Others ** 431,846,334 – – – – 431,846,334
Refundable deposits – – – 203,244,020 – 203,244,020
P
= 17,322,837,203 P
= 2,260,940,000 =
P– P
= 203,244,020 P
=– P
= 19,787,021,223
Financial Liabilities
On-balance sheet
Accounts payable and other
accrued liabilities*** P
= 15,290,494,240 P
= 673,298,863 P
= 281,332,327 =
P P
=‒ P
= 16,245,125,430
Due to related parties* 40,719,770 – – – – 40,719,770
Financial liabilities at FVPL – – – 762,985,362 – 762,985,362
Long-term debt**** – – – 6,615,195,647 47,182,350,614 53,797,546,261
P
= 15,331,214,010 P
= 673,298,863 P
= 281,332,327 P
= 7,378,181,009 P
= 47,182,350,614 P
= 70,846,376,823
*Receivable and payable on demand
**Include nontrade receivables from insurance, employees and counterparties
***Excluding government-related payables
****Including future undiscounted interest payments
2017
Less than one 1 to 3 3 to 12 1 to 5 More than
month months months years 5 years Total
Financial Assets
Cash and cash equivalents =
P12,467,954,506 P
=3,145,590,000 =
P– =
P– =
P– =
P15,613,544,506
Receivables:
Trade receivables 1,512,258,048 – – – – 1,512,258,048
Due from related
parties* 121,520,658 – – – – 121,520,658
Interest receivable 1,604,079 8,587,953 – – – =
P10,192,032
Others ** 594,502,513 – – – – 594,502,513
Refundable deposits – – – 30,639,912 – 30,639,912
Financial assets at FVPL – – – 454,400,088 – 454,400,088
=
P14,697,839,804 P
=3,154,177,953 =
P– =
P485,040,000 =
P– =
P18,337,057,757
Financial Liabilities
On-balance sheet
Accounts payable and other
accrued liabilities*** =
P12,590,750,489 =
P12,399,834 =
P123,784,857 =
P– =
P‒ =
P12,726,935,180
Due to related parties* 38,716,423 – – – 38,716,423
Long-term debt**** – – – 30,981,735,157 14,190,166,376 45,171,901,533
=
P12,629,466,912 =
P12,399,834 =
P123,784,857 =
P30,981,735,157 P
=14,190,166,376 =
P57,937,553,136
*Receivable and payable on demand
**Include nontrade receivables from insurance, employees and counterparties
***Excluding government-related payables
****Including future undiscounted interest payments
Market risk
Market risk is the risk of loss to future earnings, to fair values or to future cash flows that may result
from changes in the price of a financial instrument. The value of a financial instrument may change
as a result of changes in foreign currency exchange rates, interest rates, commodity prices or other
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market changes. The Group’s market risk originates from its holding of foreign exchange
instruments, interest-bearing instruments and derivatives.
Foreign currency risk
Foreign currency risk arises on financial instruments that are denominated in a foreign currency other
than the functional currency in which they are measured. It is the risk that the value of a financial
instrument will fluctuate due to changes in foreign exchange rates.
The Group has transactional currency exposures. Such exposures arise from sales and purchases in
currencies other than the Group’s functional currency. During the years ended December 31, 2018,
2017 and 2016, approximately 42.0%, 40.0% and 32.0%, respectively, of the Group’s total sales are
denominated in currencies other than the functional currency. Furthermore, the Group’s capital
expenditures are substantially denominated in USD. As of December 31, 2018, 2017 and 2016,
58.0%, 58.0% and 67.0%, respectively, of the Group’s financial liabilities were denominated in USD.
The Group has a foreign currency hedging arrangements as of December 31, 2018 and none as of
December 31, 2017.
The tables below summarize the Group’s exposure to foreign currency risk. Included in the tables are
the Group’s financial assets and liabilities at carrying amounts, categorized by currency.
2018
Hong Kong Singaporean Other
US Dollar Dollar Dollar Currencies* Total
Financial Assets
Cash and cash equivalents P
= 6,365,695,617 P
= 499,509,640 P
= 304,172,886 P
= 1,275,154,525 P
= 8,444,532,668
Receivables 457,238,736 39,591,641 14,023,326 327,007,954 837,861,657
Refundable deposits** 203,244,020 – – – 203,244,020
P
= 7,026,178,373 P
= 539,101,281 P
= 318,196,212 P
= 1,602,162,479 P
= 9,485,638,345
Financial Liabilities
Accounts payable and other
accrued liabilities*** P
= 2,773,527,661 P
= 2,686,743 P
= 35,676,287 P
= 111,196,147 P
= 2,923,086,838
Financial liabilities at FVPL 762,985,362 – – – 762,985,362
Long-term debt 32,936,259,432 – – – 32,936,259,432
P
= 36,472,772,455 P
= 2,686,743 P
= 35,676,287 P
= 111,196,147 P
= 36,622,331,632
*Other currencies include Malaysian ringgit, Korean won, New Taiwan dollar, Japanese yen, Australian dollar and Euro
**Included under ‘Other noncurrent assets’ account in the consolidated statements of financial position
***Excluding government-related payables
2017
Hong Kong Singaporean Other
US Dollar Dollar Dollar Currencies* Total
Financial Assets
Cash and cash equivalents P
=8,219,588,282 P
=195,004,829 P
=276,046,061 P
=832,818,204 P
=9,523,457,376
Receivables 669,998,946 52,135,262 29,076,284 283,087,623 1,034,298,115
Financial assets at FVPL 454,400,088 – – – 454,400,088
Refundable deposits** 30,639,912 – – – 30,639,912
P
=9,374,627,228 P
=247,140,091 P
=305,122,345 P
=1,115,905,827 P
=11,042,795,491
Financial Liabilities
Accounts payable and other
accrued liabilities*** P
=4,062,510,380 P
=42,227,898 P
=22,765,217 P
=41,194,698 P
=4,168,698,193
Long-term debt 27,436,406,252 – – – 27,436,406,252
P
=31,498,916,632 P
=42,227,898 P
=22,765,217 P
=41,194,698 P
=31,605,104,445
*Other currencies include Malaysian ringgit, Korean won, New Taiwan dollar, Japanese yen, Australian dollar and Euro
**Included under ‘Other noncurrent assets’ account in the consolidated statements of financial position
***Excluding government-related payables
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The exchange rates used to restate the Group’s foreign currency-denominated assets and liabilities as
of December 31, 2018 and 2017 follow:
2018 2017
US dollar P
=52.5800 to US$1.00 P
=49.9300 to US$1.00
Singapore dollar P
=38.4706 to SGD1.00 P
=37.3228 to SGD1.00
Hong Kong dollar P
=6.7344 to HKD1.00 P
=6.3882 to HKD1.00
The following table sets forth the impact of the range of reasonably possible changes in the
USD - Peso exchange value on the Group’s pre-tax income for the years ended December 31, 2018,
2017 and 2016 (in thousands):
Other than the potential impact on the Group’s pre-tax income, there is no other effect on equity.
The Group does not expect the impact of the volatility on other currencies to be material.
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The following tables show information about the Group’s long-term debt that are exposed to interest rate risk and are presented by maturity profile (Note 18):
2018
<1 year >1-2 years >2-3 years >3-4 years >4-5 years >5 years Total Fair Value
ECA-backed loans from banks (in US
Dollar; Note 18) US$9,819,016 US$18,277,415 US$18,945,211 US$8,903,291 US$− US$− US$55,944,933 US$56,797,028
Commercial loans from banks (in US
Dollar; Note 18) 51,420,508 105,761,290 126,584,502 56,812,864 49,187,586 55,985,704 445,752,454 543,121,118
US$61,239,524 US$124,038,705 US$145,529,713 US$65,716,155 US$49,187,586 US$55,985,704 US$501,697,387 US$599,918,146
US $ loans (in Philippine Peso) P
= 3,219,974,196 P
= 6,521,955,079 P
= 7,651,952,282 P
= 3,455,355,432 P
= 2,586,283,246 P
= 2,943,728,327 P
= 26,379,248,562 P
= 31,543,696,107
Commercial loans from banks (Note 18) 2,612,028,929 5,224,057,858 5,224,057,858 2,612,028,929 2,217,526,135 2,971,587,120 20,861,286,829 18,333,530,913
= 5,832,003,125
P = 11,746,012,937
P = 12,876,010,140
P = 6,067,384,361
P = 4,803,809,381
P = 5,915,315,447
P = 47,240,535,391
P = 49,877,227,020
P
2017
<1 year >1-2 years >2-3 years >3-4 years >4-5 years >5 years Total Fair Value
ECA-backed loans from banks (in US Dollar;
Note 18) US$18,121,914 US$17,285,711 US$16,181,711 US$16,119,045 US$16,057,039 US$24,471,923 US$108,237,343 US$100,909,133
Commercial loans from banks (in US Dollar;
Note 18) 51,625,695 51,241,359 50,861,146 50,470,226 50,083,379 110,912,735 365,194,540 333,740,984
US$69,747,609 US$68,527,070 US$67,042,857 US$66,589,271 US$66,140,418 US$135,384,658 US$473,431,883 US$434,650,117
US $ loans (in Philippine Peso) P
=3,482,498,117 P
=3,421,556,605 P
=3,347,449,850 P
=3,324,802,301 P
=3,302,391,071 P
=6,759,755,974 =23,638,453,918
P P
=21,702,080,320
Commercial loans from banks (Note 18) 1,778,409,798 1,745,234,775 1,710,867,422 1,673,501,570 1,636,871,320 6,702,912,377 15,247,797,262 12,656,770,112
P
=5,260,907,915 P
=5,166,791,380 P
=5,058,317,272 P
=4,998,303,871 P
=4,939,262,391 P
=13,462,668,351 P
=38,886,251,180 P
=34,358,850,432
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The following table sets forth the impact of the range of reasonably possible changes in interest
rates on the Group’s pre-tax income for the years ended December 31, 2018, 2017 and 2016.
The following table demonstrates the sensitivity to a reasonably possible change in interest rates,
with all other variables held constant, of the Group’s income before tax and the relative impact on
the Group’s net assets as of December 31, 2018 and 2017:
The carrying amounts approximate fair values for the Group’s financial assets and liabilities due
to its short-term maturities, except for the following financial assets and other financial liabilities
as of December 31, 2018 and 2017:
2018 2017
Carrying Value Fair Value Carrying Value Fair Value
Financial Asset
Refundable deposits* (Note 15) P
=203,244,020 P
=157,423,930 =30,639,912
P =38,630,210
P
Financial Liability:
Other financial liability:
Long-term debt**(Note 18) P
=53,797,546,261 P
=49,877,227,020 =40,982,210,752
P =34,358,850,432
P
*Included under ‘Other noncurrent assets’ account in the consolidated statements of financial position.
**Including current portion.
The methods and assumptions used by the Group in estimating the fair value of financial assets
and other financial liabilities are:
Refundable deposits
The fair values are determined based on the present value of estimated future cash flows using
prevailing market rates. The Group used discount rates of 3% to 4% in 2018 and 2017,
respectively.
Long-term debt
The fair value of long-term debt is determined using the discounted cash flow methodology, with
reference to the Group’s current incremental lending rates for similar types of loans. The discount
rates used range from 2% to 6% as of December 31, 2018 and 2017.
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The tables below show the Group’s financial instruments carried at fair value hierarchy
classification:
2018
Level 1 Level 2 Level 3 Total
Liabilities measured at fair
value:
Financial liabilities at FVPL
(Note 8) P
=– =762,985,362
P =–
P =762,985,362
P
Assets and liabilities for which
fair values are disclosed:
Refundable deposits P
=− P
=− =157,423,930
P =157,423,930
P
Long-term debt − (49,877,227,020) − (49,877,227,020)
2017
Level 1 Level 2 Level 3 Total
Assets measured at fair value:
Financial assets at FVPL (Note 8) =–
P =454,400,088
P =–
P =454,400,088
P
There were no transfers within any hierarchy level of fair value measurements for the years ended
December 31, 2018 and 2017, respectively.
A320 aircraft
The following table summarizes the specific lease agreements on the Group’s Airbus A320
aircraft:
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From 2007 to 2008, the Group entered into operating lease agreements with Celestial Aviation
Trading 17/19/23 Limited for five (5) Airbus A320 which were delivered on various dates from
2007 to 2011. The lease agreements were later on amended to effect the novation of lease rights
from the original lessors to current lessors: Inishcrean Leasing Limited for (1) Airbus A320, GY
Aviation Lease 0905 Co. Limited for two (2) Airbus A320, APTREE Aviation Trading 2 Co.
Limited for one (1) Airbus A320, and Wells Fargo Trust Company, N.A. for one (1) Airbus A320.
In July 2011, the Group entered into an operating lease agreement with RBS Aerospace Ltd. (RBS)
for the lease of two (2) Airbus A320, which were delivered in March 2012. The lease agreement
was amended to effect the novation of lease rights by the original lessor to current lessor, SMBC
Aviation Capital Limited, as allowed under the existing lease agreements.
In 2015 to 2016, the Group extended the lease agreement with Inishcrean for three years and with
GY Aviation Lease 0905 Co. Limited for two years.
In 2017, the Group entered into lease agreements with ILL for two (2) Airbus A320 and with JPA
No. 78/79/80/81 Co., Ltd for four (4) Airbus A320 (Note 12).
In 2018, the Group separately extended the lease agreements with APTREE Aviation Trading 2
Co. Ltd for two years, with Wells Fargo Trust Company, N.A for four years, and with GY
Aviation Lease 0905 Co. Limited for another two years on one aircraft and three years on the
other.
In July and August 2018, the Group entered into lease agreements with JPA No. 117/118/119 Co.,
Ltd for three (3) Airbus A320.
A320NEO aircraft
On July 26, 2018, the Group entered into 8-year lease agreements with Avolon Aerospace Leasing
Limited for five (5) Airbus A320NEO for delivery on various dates within 2019.
A330 aircraft
The following table summarizes the specific lease agreements on the Group’s Airbus A330
aircraft:
In February 2012, the Parent Company entered into operating lease agreements with Wells Fargo
Bank Northwest, N.A. for the lease of four (4) Airbus A330. The lease agreements for the
three (3) out of the four (4) Airbus A330 were later on amended to effect the novation of lease
rights from the original lessor to their current lessors: Wells Fargo Trust Company, N.A. (not in its
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individual capacity but solely as Owner Trustee), CIT Aerospace International, and Avolon
Aerospace AOE 165 Limited.
In July 2013, the Group entered into aircraft operating lease agreements with Intrepid Aviation
Management Ireland Limited for the lease of two (2) Airbus A330. The lease agreements have
been amended to effect the novation of lease rights by the original lessor to current lessors,
A330 MSN 1552 Limited and A330 MSN 1602 Limited.
The first two (2) Airbus A330 aircraft were delivered in June 2013 and September 2013.
Three (3) Airbus A330 aircraft were delivered in February 2014, May 2014, and September 2014
and one (1) Airbus A330 aircraft was delivered in March 2015.
As of December 31, 2018, the Group has six (6) Airbus A330 aircraft under operating lease
(Note 12).
Lease expenses relating to aircraft leases (included in ‘Aircraft and engine lease’ account in the
consolidated statements of comprehensive income) amounted to P =5,650.9 million,
=4,635.0 million and =
P P4,253.7 million in 2018, 2017 and 2016, respectively.
Future minimum lease payments under the above-indicated operating aircraft leases follow:
Future minimum lease payments under these noncancellable operating leases follow:
Lease expenses relating to both cancellable and noncancellable non-aircraft leases (allocated under
different expense accounts in the consolidated statements of comprehensive income) amounted to
=760.0 million, P
P =731.0 million and =P625.8 million in 2018, 2017 and 2016, respectively.
*SGVFS033667*
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On June 22, 2012, the Parent Company has entered into service contract with Rolls-Royce Total
Care Services Limited (Rolls-Royce) for service support for the engines of the Airbus A330
aircraft. Rolls-Royce will provide long-term Total Care service support for the Trent 700 engines
on up to eight Airbus A330 aircraft. Contract term shall be from delivery of the first A330 until
the redelivery of the last Airbus A330.
On March 28, 2017, the Parent Company entered into a maintenance service contract with Societe
Air France for the lease, repair and overhaul services of parts and components of its Airbus A319,
Airbus A320 and Airbus A321 aircraft. These services include provision of access to inventories
under lease basis, access to pooled components on a flat rate basis, and repairs of aircraft parts and
components.
On June 28, 2012, the Group has entered into an agreement with United Technologies
International Corporation Pratt & Whitney Division to purchase new PurePower® PW1100G-JM
engines for its 32 firm and ten optional A321NEO aircraft. The agreement also includes an engine
maintenance services program for a period of ten years from the date of entry into service of each
engine.
On October 20, 2015, the Group entered into a Sale and Purchase Contract with Avions Transport
Regional G.I.E. to purchase 16 firm ATR 72-600 aircraft and up to ten additional option orders.
These aircraft are scheduled for delivery from 2016 to 2022. Two (2) ATR 72-600 were delivered
in 2016, six (6) in 2017, and four (4) in 2018, totaling to 12 ATR 72-600 aircraft delivered as of
December 31, 2018.
On June 6, 2017, the Group placed an order with Airbus S.A.S to purchase seven (7) new Airbus
A321 CEO aircraft, all of which were delivered in 2018.
On June 14, 2018, the Parent Company has entered into an Aircraft Conversion Services
Agreement with IPR Conversions (Switzerland) Limited to convert two (2) ATR 72-500 aircraft
from passenger to freighter for delivery in 2019.
On July 26, 2018, the Parent Company entered into operating lease agreements with Avolon
Aerospace Leasing Limited for five (5) Airbus A320NEO aircraft for delivery on various dates
within 2019.
As of December 31, 2018, the Group is set to take delivery of thirty-two (32) Airbus A321 NEO,
five (5) A320 NEO, four (4) ATR 72-600, and two (2) ATR 72-500 freighters from 2019 until
2023.
The above-indicated commitments relate to the Group’s re-fleeting and expansion programs.
These agreements remained in effect as of December 31, 2018.
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2018
Philippine Peso
US Dollar Equivalent
Within one year US$427,214,639 P
=22,462,945,700
After one year but not more than
five years 2,060,860,233 108,360,031,052
US$2,488,074,872 P
=130,822,976,752
2017
Philippine Peso
US Dollar Equivalent
Within one year US$541,112,509 =27,017,747,591
P
After one year but not more than
five years 2,008,923,295 100,305,540,083
US$2,550,035,804 =127,323,287,674
P
Contingencies
The Group has pending suits, claims and contingencies which are either pending decisions by the
courts or being contested or under evaluation, the outcome of which are not presently
determinable. The information required by PAS 37, Provisions, Contingent Liabilities and
Contingent Assets, is not disclosed until final settlement, on the ground that it might prejudice the
Group’s position (Note 16).
The changes in liabilities arising from financing activities in 2018 and 2017 follow:
Foreign
January 1, Exchange December 31,
2018 Cash Flows Movement Others* 2018
Current interest-bearing
loans and borrowings P
= 5,969,257,624 (P = 21,237,489,536) P
= 166,848,363 P
= 21,716,579,196 P
= 6,615,195,647
Noncurrent interest-bearing
loans and borrowings 35,012,953,128 32,680,071,705 1,205,904,977 (21,716,579,196) 47,182,350,614
Dividends declared and paid − (2,726,789,985) − 2,726,789,985 −
Total liabilities from
financing activities P
= 40,982,210,752 P
= 8,715,792,184 P
= 1,372,753,340 P
= 2,726,789,985 P
= 53,797,546,261
*Others consist of reclassification of loans and borrowings from noncurrent to current and the declaration of cash dividend
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The principal noncash operating, investing and financing activities of the Group include:
The Parent Company is registered with the BOI as a new operator of air transport on a pioneer
status on 8 Airbus A320 and non-pioneer status for 11 Airbus A320 aircraft and four Airbus A330
aircraft. Under the terms of the registration and subject to certain requirements, the Parent
Company is entitled to the following fiscal and non-fiscal incentives (Notes 1, 12 and 25):
a. An ITH for a period of four years for non-pioneer status and six years for pioneer status.
c. Importation of capital equipment, spare parts and accessories at zero (0%) duty from date of
effectivity of Executive Order (E.O.) No. 70 and its Implementing Rules and Regulations for a
period of five years reckoned from the date of its registration or until the expiration of
E.O. 70, whichever is earlier.
*SGVFS033667*
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d. Avail of a bonus year in each of the following cases but the aggregated ITH availments
(regular and bonus years) shall not exceed eight years.
∂ The ratio of total of imported and domestic capital equipment to the number of workers
for the project does not exceed the ratio set by the BOI.
∂ The net foreign exchange savings or earnings amount to at least US$500,000 annually
during the first three years of operation.
∂ The indigenous raw materials used in the manufacture of the registered product must at
least be fifty percent (50%) of the total cost of raw materials for the preceding years prior
to the extension unless the BOI prescribes a higher percentage.
e. Additional deduction from taxable income of fifty percent (50%) of the wages corresponding
to the increment in number of direct labor for skilled and unskilled workers in the year of
availments as against the previous year, if the project meets the prescribed ratio of capital
equipment to the number of workers set by the BOI. This may be availed of for the first
five (5) years from date of registration but not simultaneously with ITH.
f. Tax credit equivalent to the national internal revenue taxes and duties paid on raw materials
and supplies and semi-manufactured products used in producing its export product and
forming part thereof for a ten (10) years from start of commercial operations. Request for
amendment of the date of start of commercial operation for purposes of determining the
reckoning date of the ten-year period, shall be filed within one year from date of committed
start of commercial operation.
g. Simplification of customs procedures for the importation of equipment, spare parts, raw
materials and suppliers.
h. Access to Customs Bonded Manufacturing Warehouse (CBMW) subject to the customs rules and
regulations provided the Parent Company exports at least 70% of production output.
i. Exemption from wharfage dues, any export tax, duties, imports and fees for a ten-year period.
j. Importation of consigned equipment for a period of ten years from date of registration subject
to posting of re-export bond.
k. Exemption from taxes and duties on imported spare parts and consumable supplies for export
producers with CBMW exporting at least 100% of production.
The Parent Company shall submit to the BOI a semestral report on the actual investments,
employment and sales pertaining to the registered project. The report shall be due 15 days after
the end of each semester.
As of December 31, 2018 and 2017, the Parent Company has complied with capital requirements
set by the BOI in order to avail the ITH incentives for aircraft of registered activity.
The consolidated financial statements were approved and authorized for issue by the BOD on
March 22, 2019.
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Pronouncements issued but not yet effective are listed below. The Group intends to adopt the
following pronouncements when they become effective. The adoption of these pronouncements is
not expected to have a significant impact on the Group’s financial statements unless otherwise
indicated.
Lessees will be also required to remeasure the lease liability upon the occurrence of certain
events (e.g., a change in the lease term, a change in future lease payments resulting from a
change in an index or rate used to determine those payments). The lessee will generally
recognize the amount of the remeasurement of the lease liability as an adjustment to the right-
of-use asset.
Lessor accounting under PFRS 16 is substantially unchanged from today’s accounting under
PAS 17. Lessors will continue to classify all leases using the same classification principle as
in PAS 17 and distinguish between two types of leases: operating and finance leases.
PFRS 16 also requires lessees and lessors to make more extensive disclosures than under
PAS 17.
Early application is permitted, but not before an entity applies PFRS 15. A lessee can choose
to apply the standard using either a full retrospective or a modified retrospective approach.
The standard’s transition provisions permit certain reliefs.
*SGVFS033667*
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Deferred Effectivity
∂ Amendments to PFRS 10 and PAS 28, Sale or Contribution of Assets between an Investor and
its Associate or Joint Venture
*SGVFS033667*
SyCip Gorres Velayo & Co. Tel: (632) 891 0307 BOA/PRC Reg. No. 0001,
6760 Ayala Avenue Fax: (632) 819 0872 October 4, 2018, valid until August 24, 2021
1226 Makati City ey.com/ph SEC Accreditation No. 0012-FR-5 (Group A),
Philippines November 6, 2018, valid until November 5, 2021
We have audited, in accordance with Philippine Standards on Auditing, the consolidated financial
statements of Cebu Air, Inc. and its Subsidiaries (the Group) for the year ended December 31, 2018, and
have issued our report thereon dated March 22, 2019. Our audits were made for the purpose of forming
an opinion on the basic consolidated financial statements taken as a whole. The Supplementary Schedule
of Retained Earnings Available for Dividend Declaration as of December 31, 2018 is the responsibility of
the Group’s management. This schedule is presented for the purpose of complying with the requirements
of SEC Memorandum Circular No. 11, Series of 2008, and is not part of the basic consolidated financial
statements. The information in the schedule has been subjected to the auditing procedures applied in the
audit of the basic consolidated financial statements and, in our opinion, fairly state, in all material
respects, when considered in relation to the basic consolidated financial statements taken as a whole.
*SGVFS033667*
A member firm of Ernst & Young Global Limited
CEBU AIR, INC. AND SUBSIDIARIES
INDEX TO CONSOLIDATED COMPANY FINANCIAL STATEMENTS AND
SUPPLEMENTARY SCHEDULES
Consolidated Company Statements of Financial Position as of December 31, 2018 and 2017
Consolidated Company Statements of Changes in Equity for the Years Ended December 31, 2018, 2017
and 2016.
Consolidated Company Statements of Cash flows for the Years Ended December 31, 2018, 2017 and
2016.
SUPPLEMENTARY SCHEDULES
A. Financial Assets (Current Marketable Equity and Debt Securities and Other Short-Term Cash
Investments)
B. Amounts Receivable from Directors, Officers, Employees,
Related Parties and Principal Stockholders (Other than Related Parties)
C. Noncurrent Marketable Equity Securities, Other Long-Term
Investments in Stocks and Other Investments*
D. Amounts Receivable from Related Parties which are eliminated during the Consolidation of
Financial Statements*
E. Indebtedness of Unconsolidated Subsidiaries and Affiliates*
F. Property, Plant and Equipment
G. Accumulated Depreciation
H. Intangible Assets and Other Assets*
I. Long-Term Debt
J. Indebtedness to Affiliates and Related Parties*
K. Guarantees of Securities of Other Issuers*
L. Capital Stock
*These schedules, which are required by SRC Rule 68, have been omitted because they are either not required, not
applicable or the information required to be presented is included/shown in the related consolidated financial statements
or in the notes thereto.
-2-
II. Schedule of all of the effective standards and interpretations (Part 1, 4J)
IV. Map of the relationships of the companies within the group (Part 1, 4H)
List of Philippine Financial Reporting Standards (PFRSs) [which consist of PFRSs, Philippine
Accounting Standards (PASs) and Philippine Interpretations] and Philippine Interpretations
Committee (PIC) Q&As effective as of December 31, 2018
SUPPLEMENTARY SCHEDULE OF ALL THE EFFECTIVE STANDARDS AND
INTERPRETATIONS
The following are the financial ratios that the Group monitors in measuring and analyzing its financial
soundness:
Profitability Ratios
EBITDAR Margin 30% 34%
EBIT Margin 10% 15%
Pre-tax core net income margin 7% 13%
Return on asset 3% 8%
Return on equity 10% 22%
CEBU AIR, INC. AND SUBSIDIARIES
SUPPLEMENTARY SCHEDULE OF RETAINED EARNINGS
AVAILABLE FOR DIVIDEND DECLARATION
FOR THE YEAR ENDED DECEMBER 31, 2018
The table below presents the retained earnings available for dividend declaration as of December 31, 2018: