EX-99.1 2 ss192010_ex9901.htm THIRD QUARTER 2013 FINANCIAL STATEMENTS AND PRESS RELEASE
Exhibit 99.1
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE:    VOLAR
 
QUARTER:          03           YEAR:          2013
 
STATEMENT OF FINANCIAL POSITION
 
CONTROLADORA VUELA COMPAÑÍA DE
AVIACIÓN, S.A.B. DE C.V.
   
 
AT 30 SEPTEMBER 2013 AND 31 DECEMBER 2012
 
     
 
(Thousand Pesos)
CONSOLIDATED
     
   
Previous Printing
   
   
ENDING CURRENT
PREVIOUS YEAR END
 REF
ACCOUNT / SUBACCOUNT
Amount
Amount
10000000
TOTAL ASSETS
8,452,195
5,701,558
11000000
TOTAL CURRENT ASSETS
4,555,373
1,815,018
11010000
CASH AND CASH EQUIVALENTS
2,973,594
822,076
11020000
SHORT-TERM INVESMENTS
0
0
11020010
AVAILABLE-FOR-SALE INVESTMENTS
0
0
11020020
TRADING INVESTMENTS
0
0
11020030
HELD-TO-MATURITY INVESTMENTS
0
0
11030000
TRADE RECEIVABLES, NET
246,086
190,940
11030010
TRADE RECEIVABLES
271,904
212,662
11030020
ALLOWANCE FOR DOUBTFUL ACCOUNTS
-25,818
-21,722
11040000
OTHER RECEIVABLES, NET
439,472
196,376
11040010
OTHER RECEIVABLES
439,472
196,376
11040020
ALLOWANCE FOR DOUBTFUL ACCOUNTS
0
0
11050000
INVENTORIES
112,414
97,150
11051000
BIOLOGICAL CURRENT ASSETS
0
0
11060000
OTHER CURRENT ASSETS
783,807
508,476
11060010
PREPAYMENTS
376,104
267,874
11060020
DERIVATIVE FINANCIAL INSTRUMENTS
2,019
2,360
11060030
ASSETS AVAILABLE FOR SALE
0
0
11060040
DISCONTINUED OPERATIONS
0
0
11060050
RIGHTS AND LICENSES
0
0
11060060
OTHER
405,684
238,242
12000000
TOTAL NON-CURRENT ASSETS
3,896,822
3,886,540
12010000
ACCOUNTS RECEIVABLE, NET
0
0
12020000
INVESTMENTS
0
0
12020010
INVESTMENTS IN ASSOCIATES AND JOINT VENTURES
0
0
12020020
HELD-TO-MATURITY INVESTMENTS
0
0
12020030
AVAILABLE-FOR-SALE INVESTMENTS
0
0
12020040
OTHER INVESTMENTS
0
0
12030000
PROPERTY, PLANT AND EQUIPMENT, NET
1,062,095
1,195,319
12030010
LAND AND BUILDINGS
0
0
12030020
MACHINERY AND INDUSTRIAL EQUIPMENT
0
0
12030030
OTHER EQUIPMENT
859,119
574,027
12030040
ACCUMULATED DEPRECIATION
-493,194
-301,372
12030050
CONSTRUCTION IN PROGRESS
696,170
922,664
12040000
INVESTMENT PROPERTY
0
0
12050000
BIOLOGICAL NON- CURRENT ASSETS
0
0
12060000
INTANGIBLE ASSETS,NET
68,782
60,235
12060010
GOODWILL
0
0
12060020
TRADEMARKS
0
0
12060030
RIGHTS AND LICENSES
1,844
1,899
12060031
CONCESSIONS
0
0
12060040
OTHER INTANGIBLE ASSETS
66,938
58,336
12070000
DEFERRED TAX ASSETS
273,535
319,969
12080000
OTHER NON-CURRENT ASSETS
2,492,410
2,311,017
12080001
PREPAYMENTS
0
0
12080010
DERIVATIVE FINANCIAL INSTRUMENTS
0
0
12080020
EMPLOYEE BENEFITS
0
0
12080021
AVAILABLE FOR SALE ASSETS
0
12,307
12080030
DISCONTINUED OPERATIONS
0
0
12080040
DEFERRED CHARGES
0
0
12080050
OTHER
2,492,410
2,298,710
20000000
TOTAL LIABILITIES
4,317,601
4,626,891
21000000
TOTAL CURRENT LIABILITIES
3,794,012
3,721,897
21010000
BANK LOANS
132,403
517,320
21020000
STOCK MARKET LOANS
0
0
21030000
OTHER LIABILITIES WITH COST
0
0
21040000
TRADE PAYABLES
452,815
520,345
21050000
TAXES PAYABLE
681,976
560,418
21050010
INCOME TAX PAYABLE
33,222
44,089
                  
 
1

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE:     VOLAR
 
QUARTER:           03                YEAR:          2013
 
STATEMENT OF FINANCIAL POSITION
 
CONTROLADORA VUELA COMPAÑÍA DE
AVIACIÓN, S.A.B. DE C.V.
   
 
AT 30 SEPTEMBER 2013 AND 31 DECEMBER 2012
 
     
 
(Thousand Pesos)
CONSOLIDATED
     
   
Previous Printing
 
   
ENDING CURRENT
PREVIOUS YEAR END
REF
ACCOUNT / SUBACCOUNT
Amount
Amount
21050020
OTHER TAXES PAYABLE
648,754
516,329
21060000
OTHER CURRENT LIABILITIES
2,526,818
2,123,814
21060010
INTEREST PAYABLE
1,835
10,063
21060020
DERIVATIVE FINANCIAL INSTRUMENTS
29,608
37,011
21060030
DEFERRED REVENUE
1,513,480
1,258,670
21060050
EMPLOYEE BENEFITS
0
0
21060060
PROVISIONS
0
0
21060061
CURRENT LIABILITIES RELATED TO AVAILABLE FOR SALE ASSETS
0
0
21060070
DISCONTINUED OPERATIONS
0
0
21060080
OTHER
981,895
818,070
22000000
TOTAL NON-CURRENT LIABILITIES
523,589
904,994
22010000
BANK LOANS
274,535
632,540
22020000
STOCK MARKET LOANS
0
0
22030000
OTHER LIABILITIES WITH COST
0
0
22040000
DEFERRED TAX LIABILITIES
17,196
10,712
22050000
OTHER NON-CURRENT LIABILITIES
231,858
261,742
22050010
DERIVATIVE FINANCIAL INSTRUMENTS
84,270
110,702
22050020
DEFERRED REVENUE
0
0
22050040
EMPLOYEE BENEFITS
5,456
4,111
22050050
PROVISIONS
0
0
22050051
NON-CURRENT LIABILITIES RELATED TO AVAILABLE FOR SALE ASSETS
0
0
22050060
DISCONTINUED OPERATIONS
0
0
22050070
OTHER
142,132
146,929
30000000
TOTAL EQUITY
4,134,594
1,074,667
30010000
EQUITY ATTRIBUTABLE TO OWNERS OF PARENT
4,134,594
1,052,221
30030000
CAPITAL STOCK
2,973,559
2,376,098
30040000
SHARES REPURCHASED
0
0
30050000
PREMIUM ON ISSUANCE OF SHARES
1,808,656
-190,850
30060000
CONTRIBUTIONS FOR FUTURE CAPITAL INCREASES
1
1
30070000
OTHER CONTRIBUTED CAPITAL
-36,162
-133,723
30080000
RETAINED EARNINGS (ACCUMULATED LOSSES)
-524,192
-891,395
30080010
LEGAL RESERVE
38,250
38,250
30080020
OTHER RESERVES
0
0
30080030
RETAINED EARNINGS
-929,645
-1,144,884
30080040
NET INCOME FOR THE PERIOD
365,793
215,239
30080050
OTHERS
1,410
0
30090000
ACCUMULATED OTHER COMPREHENSIVE INCOME (NET OF TAX)
-87,268
-107,910
30090010
GAIN ON REVALUATION OF PROPERTIES
0
0
30090020
ACTUARIAL GAINS (LOSSES) FROM LABOR OBLIGATIONS
-8,325
-8,325
30090030
FOREING CURRENCY TRANSLATION
0
0
30090040
CHANGES IN THE VALUATION OF FINANCIAL ASSETS AVAILABLE FOR SALE
0
0
30090050
CHANGES IN THE VALUATION OF DERIVATIVE FINANCIAL INSTRUMENTS
-78,943
-99,585
30090060
CHANGES IN FAIR VALUE OF OTHER ASSETS
0
0
30090070
SHARE OF OTHER COMPREHENSIVE INCOME OF ASSOCIATES AND JOINT VENTURES
0
0
30090080
OTHER COMPREHENSIVE INCOME
0
0
30020000
NON-CONTROLLING INTERESTS
0
22,446
 
 
 
2

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE:   VOLAR
 
QUARTER:        03                YEAR:           2013
 
STATEMENT OF FINANCIAL POSITION
 
CONTROLADORA VUELA COMPAÑÍA DE
AVIACIÓN, S.A.B. DE C.V.
INFORMATIONAL DATA
 
 
 
AT 30 SEPTEMBER 2013 AND 31 DECEMBER 2012
 
     
 
(Thousand Pesos)
CONSOLIDATED
     
   
Previous Printing
 
 
 
ENDING CURRENT
PREVIOUS YEAR END
REF
CONCEPTS
Amount
Amount
91000010
SHORT-TERM FOREIGN CURRENCY LIABILITIES
507,874
915,024
91000020
LONG TERM FOREIGN CURRENCY LIABILITIES
358,805
482,856
91000030
CAPITAL STOCK (NOMINAL)
2,973,559
2,376,098
91000040
RESTATEMENT OF CAPITAL STOCK
0
0
91000050
PLAN ASSETS FOR PENSIONS AND SENIORITY PREMIUMS
0
0
91000060
NUMBER OF EXECUTIVES (*)
0
0
91000070
NUMBER OF EMPLOYEES (*)
2,688
2,568
91000080
NUMBER OF WORKERS (*)
0
0
91000090
OUTSTANDING SHARES (*)
1,011,876,677
1,977,460
91000100
REPURCHASED SHARES (*)
0
0
91000110
RESTRICTED CASH (1)
0
0
91000120
GUARANTEED DEBT OF ASSOCIATED COMPANIES
0
0
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) THIS CONCEPT MUST BE FILLED WHEN THERE ARE GUARANTEES OR RESTRICTIONS THAT AFECCT CASH AND CASH EQUIVALENTS
(*) DATA IN UNITS
 
 
 
3

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE:   VOLAR
 
QUARTER:         03             YEAR:            2013
 
STATEMENTS OF COMPREHENSIVE INCOME   
 
CONTROLADORA VUELA COMPAÑÍA DE
AVIACIÓN, S.A.B. DE C.V.
 
 
CONSOLIDATED
 
FOR THE NINE AND THREE MONTHS ENDED 30 SEPTEMBER, 2013 AND 2012
 
     
 
(Thousand Pesos)
Previous Printing
     
   
CURRENT YEAR
PREVIOUS YEAR
REF
ACCOUNT / SUBACCOUNT
ACCUMULATED
QUARTER
ACCUMULATED
QUARTER
40010000
REVENUE
9,818,698
3,721,647
8,466,259
3,349,289
40010010
SERVICES
9,818,698
3,721,647
8,466,259
3,349,289
40010020
SALE OF GOODS
0
0
0
0
40010030
INTERESTS
0
0
0
0
40010040
ROYALTIES
0
0
0
0
40010050
DIVIDENDS
0
0
0
0
40010060
LEASES
0
0
0
0
40010061
CONSTRUCTIONS
0
0
0
0
40010070
OTHER REVENUE
0
0
0
0
40020000
COST OF SALES
0
0
0
0
40021000
GROSS PROFIT
9,818,698
3,721,647
8,466,259
3,349,289
40030000
GENERAL EXPENSES
9,314,134
3,349,761
8,298,014
3,017,202
40040000
PROFIT (LOSS) BEFORE OTHER INCOME (EXPENSE), NET
504,564
371,886
168,245
332,087
40050000
OTHER INCOME (EXPENSE), NET
9,607
1,933
40,534
3,234
40060000
OPERATING PROFIT (LOSS) (*)
514,171
373,819
208,779
335,321
40070000
FINANCE INCOME
65,200
33,184
12,082
6,837
40070010
INTEREST INCOME
19,486
6,716
12,082
6,837
40070020
GAIN ON FOREIGN EXCHANGE, NET
45,714
26,468
0
0
40070030
GAIN ON DERIVATIVES, NET
0
0
0
0
40070040
GAIN ON CHANGE IN FAIR VALUE OF FINANCIAL INSTRUMENTS
0
0
0
0
40070050
OTHER FINANCE INCOME
0
0
0
0
40080000
FINANCE COSTS
120,392
83,985
145,878
108,379
40080010
INTEREST EXPENSE
38,796
12,037
36,831
13,736
40080020
LOSS ON FOREIGN EXCHANGE, NET
0
0
78,656
84,436
40080030
LOSS ON DERIVATIVES, NET
0
0
0
0
40080050
LOSS ON CHANGE IN FAIR VALUE OF FINANCIAL INSTRUMENTS
0
0
0
0
40080060
OTHER FINANCE COSTS
81,596
71,948
30,391
10,207
40090000
FINANCE INCOME (COSTS), NET
-55,192
-50,801
-133,796
-101,542
40100000
SHARE OF PROFIT (LOSS) OF ASSOCIATES AND JOINT VENTURES
0
0
0
0
40110000
PROFIT (LOSS) BEFORE INCOME TAX
458,979
323,018
74,983
233,779
40120000
INCOME TAX EXPENSE
96,572
69,434
1,258
3,926
40120010
CURRENT TAX
9,949
2,837
8,118
3,285
40120020
DEFERRED TAX
86,623
66,597
-6,860
641
40130000
PROFIT (LOSS) FROM CONTINUING OPERATIONS
362,407
253,584
73,725
229,853
40140000
PROFIT (LOSS) FROM DISCONTINUED OPERATIONS
0
0
0
0
40150000
NET PROFIT (LOSS)
362,407
253,584
73,725
229,853
40160000
PROFIT (LOSS), ATTRIBUTABLE TO NON-CONTROLLING INTERESTS
-3,386
0
-12,350
17,817
40170000
PROFIT (LOSS), ATTRIBUTABLE TO OWNERS OF PARENT
365,793
253,584
86,075
212,036
 
40180000
BASIC EARNINGS (LOSS) PER SHARE
0.45
0.30
0.12
0.29
40190000
DILUTED EARNINGS (LOSS) PER SHARE
0.43
0.29
0.12
0.29
 
 
 
 
4

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE:     VOLAR
 
QUARTER:       03           YEAR:        2013
 
STATEMENTS OF COMPREHENSIVE INCOME
 
CONTROLADORA VUELA COMPAÑÍA DE
AVIACIÓN, S.A.B. DE C.V.
OTHER COMPREHENSIVE INCOME (NET OF INCOME TAX)
CONSOLIDATED
 
FOR THE NINE AND THREE MONTHS ENDED 30 SEPTEMBER, 2013 AND 2012
 
     
 
(Thousand Pesos)
Previous Printing
     
   
CURRENT YEAR
PREVIOUS YEAR
REF
ACCOUNT / SUBACCOUNT
ACCUMULATED
QUARTER
ACCUMULATED
QUARTER
40200000
NET PROFIT (LOSS)
362,407
253,584
73,725
229,853
 
DISCLOSURES NOT BE RECLASSIFIED ON INCOME
       
40210000
PROPERTY REVALUATION GAINS
0
0
0
0
40220000
ACTUARIAL EARNINGS (LOSS) FROM LABOR OBLIGATIONS
0
0
0
0
40220100
SHARE OF INCOME ON REVALUATION ON PROPERTIES OF ASSOCIATES AND JOINT VENTURES
0
0
0
0
 
DISCLOSURES MAY BE RECLASSIFIED SUBSEQUENTLY TO INCOME
       
40230000
FOREING CURRENCY TRANSLATION
0
0
0
0
40240000
CHANGES IN THE VALUATION OF FINANCIAL ASSETS HELD-FOR-SALE
0
0
0
0
40250000
CHANGES IN THE VALUATION OF DERIVATIVE FINANCIAL INSTRUMENTS
20,671
7,321
5,560
1,433
40260000
CHANGES IN FAIR VALUE OF OTHER ASSETS
0
0
0
0
40270000
SHARE OF OTHER COMPREHENSIVE INCOME OF ASSOCIATES AND JOINT VENTURES
0
0
0
0
40280000
OTHER COMPREHENSIVE INCOME
0
0
0
0
40290000
TOTAL OTHER COMPREHENSIVE INCOME
20,671
7,321
5,560
1,433
 
40300000
TOTAL COMPREHENSIVE INCOME
383,078
260,905
79,285
231,286
40320000
COMPREHENSIVE INCOME, ATTRIBUTABLE TO NON-CONTROLLING INTERESTS
-3,357
0
-12,962
16,767
40310000
COMPREHENSIVE INCOME, ATTRIBUTABLE TO OWNERS OF PARENT
386,435
260,905
92,247
214,519
 
 
 
 
 
 
 
 
5

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE:      VOLAR
 
QUARTER:         03         YEAR:            2013
 
STATEMENTS OF COMPREHENSIVE INCOME
 
CONTROLADORA VUELA COMPAÑÍA DE
AVIACIÓN, S.A.B. DE C.V.
INFORMATIONAL DATA
CONSOLIDATED
 
FOR THE NINE AND THREE MONTHS ENDED 30 SEPTEMBER, 2013 AND 2012
 
     
 
(Thousand Pesos)
Previous Printing
 
   
CURRENT YEAR
PREVIOUS YEAR
REF
ACCOUNT / SUBACCOUNT
ACCUMULATED
QUARTER
ACCUMULATED
QUARTER
92000010
OPERATING DEPRECIATION AND AMORTIZATION
215,904
80,553
141,235
54,129
92000020
EMPLOYEES PROFIT SHARING EXPENSES
5,757
1,917
4,422
2,253
 
 
 
 
 
 
 
 
 
 
 
6

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE:      VOLAR
 
QUARTER:          03               YEAR:           2013
 
STATEMENTS OF COMPREHENSIVE INCOME
 
CONTROLADORA VUELA COMPAÑÍA DE
AVIACIÓN, S.A.B. DE C.V.
INFORMATIONAL DATA (12 MONTHS)
CONSOLIDATED
 
FOR THE NINE AND THREE MONTHS ENDED 30 SEPTEMBER, 2013 AND 2012
 
     
 
(Thousand Pesos)
Previous Printing
     
   
YEAR
REF
ACCOUNT / SUBACCOUNT
CURRENT
PREVIOUS
92000030
REVENUE NET (**)
13,038,854
10,932,413
92000040
OPERATING PROFIT (LOSS) (**)
683,633
-46,213
92000050
PROFIT (LOSS), ATTRIBUTABLE TO OWNERS OF PARENT(**)
494,957
-101,931
92000060
NET PROFIT (LOSS) (**)
492,000
-120,128
92000070
OPERATING DEPRECIATION AND AMORTIZATION (**)
285,671
179,800
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
(*) TO BE DEFINED BY EACH COMPANY
(**) INFORMATION LAST 12 MONTHS
 
 
7

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE:   VOLAR
 
QUARTER:       03              YEAR:      2013
 
STATEMENT OF CASH FLOWS
 
CONTROLADORA VUELA COMPAÑÍA DE
AVIACIÓN, S.A.B. DE C.V.
   
 
TO SEPTEMBER 30 OF 2013 AND 2012
 
     
 
(Thousand Pesos)
CONSOLIDATED
     
   
Previous Printing
 
 
 
CURREENT YEAR
PREVIOUS YEAR
REF
ACCOUNT/SUBACCOUNT
Amount
Amount
OPERATING ACTIVITIES
50010000
PROFIT (LOSS) BEFORE INCOME TAX
458,979
74,983
50020000
+(-) ITEMS NOT REQUIRING CASH
-20,126
-12,625
50020010
+ ESTIMATE FOR THE PERIOD
0
0
50020020
+ PROVISION FOR THE PERIOD
0
0
50020030
+(-) OTHER UNREALISED ITEMS
-20,126
-12,625
50030000
+(-) ITEMS RELATED TO INVESTING ACTIVITIES
132,748
15,963
50030010
DEPRECIATION AND AMORTISATION FOR THE PERIOD
215,904
141,235
50030020
(-)+ GAIN OR LOSS ON SALE OF PROPERTY, PLANT AND EQUIPMENT
-29,740
-44,757
50030030
+(-) LOSS (REVERSAL) IMPAIRMENT
0
0
50030040
(-)+ EQUITY IN RESULTS OF ASSOCIATES AND JOINT VENTURES
0
0
50030050
(-) DIVIDENDS RECEIVED
0
0
50030060
(-) INTEREST RECEIVED
19,486
12,082
50030070
(-) EXCHANGE FLUCTUATION
-53,414
-80,515
50030080
(-)+ OTHER INFLOWS (OUTFLOWS) OF CASH
19,484
12,082
50040000
+(-) ITEMS RELATED TO FINANCING ACTIVITIES
143,754
77,113
50040010
(+) ACCRUED INTEREST
120,392
67,222
50040020
(+) EXCHANGE FLUCTUATION
0
0
50040030
(+) DERIVATIVE TRANSACTIONS
23,362
9,891
50040040
(-)+ OTHER INFLOWS (OUTFLOWS) OF CASH
0
0
50050000
CASH FLOWS BEFORE INCOME TAX
715,355
155,434
50060000
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES
-281,153
175,190
50060010
+(-) DECREASE (INCREASE) IN TRADE ACCOUNTS RECEIVABLE
-59,838
-24,394
50060020
+(-) DECREASE (INCREASE) IN INVENTORIES
-15,111
-15,301
50060030
+(-) DECREASE (INCREASE) IN OTHER ACCOUNTS RECEIVABLE
-660,898
-313,812
50060040
+(-) INCREASE (DECREASE) IN TRADE ACCOUNTS PAYABLE
-67,530
-77,612
50060050
+(-) INCREASE (DECREASE) IN OTHER LIABILITIES
532,968
609,219
50060060
+(-) INCOME TAXES PAID OR RETURNED
-10,744
-2,910
50070000
NET CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES
434,202
330,624
INVESTING ACTIVITIES
50080000
NET CASH FLOWS FROM (USED IN) INVESTING ACTIVITIES
-24,206
-254,086
50080010
(-) PERMANENT INVESTMENTS
0
0
50080020
+ DISPOSITION OF PERMANENT INVESTMENTS
0
0
50080030
(-) INVESTMENT IN PROPERTY, PLANT AND EQUIPMENT
-716,047
-637,859
50080040
+ SALE OF PROPERTY, PLANT AND EQUIPMENT
719,040
398,110
50080050
(-) TEMPORARY INVESTMENTS
0
0
50080060
+ DISPOSITION OF TEMPORARY INVESTMENTS
0
0
50080070
(-) INVESTMENT IN INTANGIBLE ASSETS
-27,199
-14,337
50080080
+ DISPOSITION OF INTANGIBLE ASSETS
0
0
50080090
(-) ACQUISITIONS OF VENTURES
0
0
50080100
+ DISPOSITIONS OF VENTURES
0
0
50080110
+ DIVIDEND RECEIVED
0
0
50080120
+ INTEREST RECEIVED
0
0
50080130
+(-) DECREASE (INCREASE) ADVANCES AND LOANS TO THIRD PARTS
0
0
50080140
-(+) OTHER INFLOWS (OUTFLOWS) OF CASH
0
0
FINANCING ACTIVITIES
50090000
NET CASH FLOW FROM (USED IN) FINANCING ACTIVITIES
1,706,445
5,781
50090010
+ BANK FINANCING
294,144
449,516
50090020
+ STOCK MARKET FINANCING
0
0
50090030
+ OTHER FINANCING
0
0
50090040
(-) BANK FINANCING AMORTISATION
-1,018,724
-357,075
50090050
(-) STOCK MARKET FINANCING AMORTISATION
0
0
50090060
(-) OTHER FINANCING AMORTISATION
0
0
50090070
+(-) INCREASE (DECREASE) IN CAPITAL STOCK
508,614
0
50090080
(-) DIVIDENDS PAID
0
0
50090090
+ PREMIUM ON ISSUANCE OF SHARES
2,023,663
0
50090100
+ CONTRIBUTIONS FOR FUTURE CAPITAL INCREASES
0
0
50090110
(-) INTEREST EXPENSE
-62,039
-86,660
50090120
(-) REPURCHASE OF SHARES
0
0
50090130
(-)+ OTHER INFLOWS (OUTFLOWS) OF CASH
-39,213
0
 
 
 
8

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE:      VOLAR
 
QUARTER:       03          YEAR:         2013
 
 
STATEMENT OF CASH FLOWS
 
CONTROLADORA VUELA COMPAÑÍA DE
AVIACIÓN, S.A.B. DE C.V.
   
 
TO SEPTEMBER 30 OF 2013 AND 2012
 
     
 
(Thousand Pesos)
CONSOLIDATED
     
   
Previous Printing
  
   
CURREENT YEAR
PREVIOUS YEAR
REF
ACCOUNT/SUBACCOUNT
Amount
Amount
50100000
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
2,116,441
82,319
50110000
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS
35,077
-35,117
50120000
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
822,076
441,068
50130000
CASH AND CASH EQUIVALENTS AT END OF PERIOD
2,973,594
488,270
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
9

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA DE
AVIACIÓN, S.A.B. DE C.V.
STATEMENT OF CHANGES IN EQUITY  
 
 
 
 
(Thousand Pesos)
CONSOLIDATED
     
   
Previous Printing
 
                       
           
RETAINED EARNINGS
(ACCUMULATED LOSSES)
       
CONCEPTS
CAPITAL STOCK
SHARES REPURCHASED
PREMIUM ON ISSUANCE OF SHARES
CONTRIBUTIONS FOR FUTURE CAPITAL INCREASES
OTHER CAPITAL CONTRIBUTED
RESERVES
UNAPPROPRIATED EARNINGS (ACCUMULATED LOSSES)
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
EQUITY ATTRIBUTABLE TO OWNERS OF PARENT
NON-CONTROLLING INTERESTS
TOTAL EQUITY
BALANCE AT JANUARY 7, 2072
1,966,313
0
0
1
0
38,250
-1,144,884
-109,120
750,560
110,518
861,078
RETROSPECTIVE ADJUSTMENTS
0
0
0
0
0
0
0
0
0
0
0
APPLICATION OF COMPREHENSIVE INCOME TO
RETAINED EARNINGS
0
0
0
0
0
0
0
0
0
0
0
RESERVES
0
0
0
0
0
0
0
0
0
0
0
DIVIDENDS
0
0
0
0
0
0
0
0
0
0
0
CAPITAL INCREASE (DECREASE)
0
0
0
0
0
0
0
0
0
0
0
REPURCHASE OF SHARES
0
0
0
0
0
0
0
0
0
0
0
(DECREASE) INCREASE IN PREMIUM ON ISSUE
OF SHARES
0
0
0
0
0
0
0
0
0
0
0
(DECREASE) INCREASE IN NON-CONTROLLING
INTERESTS
0
0
0
0
0
0
0
0
0
0
0
OTHER CHANGES
0
0
0
0
0
0
0
0
0
0
0
COMPREHENSIVE INCOME
0
0
0
0
0
0
86,075
6,172
92,247
-12,962
79,285
BALANCE AT SEPTEMBER 30, 2012
1,966,313
0
0
1
0
38,250
-1,058,809
-102,948
842,807
97,556
940,363
BALANCE AT JANUARY 1, 2013
2,376,098
0
-190,850
1
-133,723
38,250
-929,645
-107,910
1,052,221
22,446
1,074,667
RETROSPECTIVE ADJUSTMENTS
0
0
0
0
0
0
0
0
0
0
0
APPLICATION OF COMPREHENSIVE INCOME TO
RETAINED EARNINGS
0
0
0
0
0
0
0
0
0
0
0
RESERVES
0
0
0
0
0
0
0
0
0
0
0
DIVIDENDS
0
0
0
0
0
0
0
0
0
0
0
CAPITAL INCREASE (DECREASE)
597,461
0
0
0
0
0
0
0
597,461
0
597,461
REPURCHASE OF SHARES
0
0
0
0
0
0
0
0
0
0
0
(DECREASE) INCREASE IN PREMIUM ON ISSUE
OF SHARES
0
0
2,069,264
0
0
0
0
0
2,069,264
0
2,069,264
(DECREASE) INCREASE IN NON-CONTROLLING
INTERESTS
0
0
-69,758
0
0
0
0
0
-69,758
-19,089
-88,847
OTHER CHANGES
0
0
0
0
97,561
0
1,410
0
98,971
0
98,971
COMPREHENSIVE INCOME
0
0
0
0
0
0
365,793
20,642
386,435
-3,357
383,078
BALANCE AT SEPTEMBER 30, 2013
2,973,559
0
1,808,656
1
-36,162
38,250
-562,442
-87,268
4,134,594
0
4,134,594

 
10

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
 
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
DISCUSSION AND ANALYSIS OF THE
ADMINISTRATION ON THE RESULTS OF
PAGE 1/1
 
OPERATIONS AND FINANCIAL CONDITION OF THE
 
 
COMPANY
CONSOLIDATED
     
   
Previous Printing
        
 
 
 
Volaris Reports Third Quarter 2013 EBITDAR Margin of 27%, with Record Quarterly Revenue of Ps.3,722 million

Mexico City, Mexico October 28, 2013 - Controladora Vuela Compañía de Aviación, S.A.B. de C.V. (“Volaris” or the “Company”), (NYSE: VLRS, BMV: VOLAR), an ultra-low-cost airline based in Mexico, today announced its financial results for the third quarter of 2013. The following financial information, unless otherwise indicated, is presented in accordance with International Financial Reporting Standards (IFRS). Unless otherwise stated, all comparisons with prior periods refer to the third quarter of 2012.

 
Third Quarter 2013 Highlights
 
 
Total operating revenue increased 11.1% year over year to a record Ps.3,722 million.
 
 
Adjusted EBITDAR was Ps.1,016 million, an increase of 15.5% year over year. Adjusted EBITDAR margin reached 27.3%, the highest quarterly EBITDAR margin achieved by the Company in the last three years.
 
 
Operating expenses per available seat mile (CASM) decreased to Ps.113.9 cents (US$8.8 cents) a 4.7% decrease year over year. CASM excluding fuel, decreased 2.9% in the same period.
 
 
Load factor increased 3.6 percentage points to 87.5%, the highest quarterly load factor in the Company’s history.
 
 
Net income excluding special items increased 38.7%, to Ps.319 million.
 
 
“We are very excited now that Volaris is a public company and we want to thank our investors for their support in the transaction,” said Enrique Beltranena, Volaris’ CEO. “In the quarter, Volaris delivered record operating revenue, maintained its growth trajectory and grew its market share while lowering fares and giving more options to our customers to choose what they want to pay for. Despite slower growth in the Mexican economy and the challenging competitive environment in Mexico during the quarter, these results show that our ultra-low-cost model is the right strategy for Mexico and all of our target markets. ”
 
Market Drivers
        
 
Slower Mexico and US economic growth: The Mexican General Economic Activity Indicator (IGAE) increased an average of only 1.1% during the first eight months of 2013. Based on the weaker than expected economic activity, Mexico’s Central Bank cut its full year 2013 GDP growth estimate to 1.4%, in the last survey of economic expectations published on October 1, 2013. Similarly, in its latest summary of economic projections released on September 18, 2013, the US Federal Reserve cut its full year 2013 GDP growth estimate for the US to 2%-2.3%.
          
 
Weather conditions: In September 2013, as a result of adverse weather conditions and airport shutdowns in connection with hurricane “Ingrid” and tropical storm “Manuel”, Volaris canceled 18 flights, delayed more than 145 flights, and re-accommodated more than 2,200 passengers who were unable to fly as scheduled. The storms impacted 13 states in Mexico, resulting in a decline in bookings for the period. Volaris worked in coordination with the federal, state, and local authorities to assist people who were stranded in Acapulco due to the storms, transporting more than 1,600 customers on 11 humanitarian aid flights free of charge on the Acapulco - Mexico City route, which it does not operate regularly.
 
          
 
 
 
 
11

 
 
 
 
 
 
Exchange rate depreciation: The Mexican peso depreciated 3.6% quarter on quarter against the US dollar, as the exchange rate devalued from an average of Ps.12.46 pesos per US dollar in the second quarter 2013 to Ps.12.91 pesos per US dollar during the third quarter of 2013.

 
Fuel costs decrease: The average economic fuel cost per gallon decreased 4.8% year over year in the third quarter 2013.

 
Air traffic volume increase: Volaris accounted for 48% of the passenger volume growth in the first eight months of the year, among domestic carriers, according to the Mexican DGAC (Dirección General de Aeronáutica Civil). The DGAC reported an overall passenger increase for the Mexican carriers of 9.5% for the same period.

 
New routes and operations: During the third quarter 2013, Volaris launched six new domestic routes. Operations, measured in total departures, increased 15.6% year over year.

 
Record Operating Revenue

For the third quarter 2013, Volaris’ total operating revenue was Ps.3,722 million, which represented an increase of 11.1% year over year compared to the third quarter 2012. The load factor was 87.5%, the highest quarterly load factor in the Company’s history, and a 3.6% increase year over year driven by our low-fare strategy.
 
Volaris booked 2.6 million passengers in the third quarter 2013, 25.4% more than in the third quarter of 2012. This increase in passengers was a result of our ongoing strategy to stimulate demand by targeting passengers who travel by bus and by offering lower base fares which were lowered 12.8% year over year.
 
As compared to the third quarter 2012, passenger revenue per available seat mile (RASM) was 6.2% lower and total operating revenue per available seat mile (TRASM) was 4.6% lower, resulting from our lower fare structure combined with an increase in the domestic competitive environment that put additional pressure on our base fares in certain key markets.
 
Volaris traffic, measured in terms of revenue passenger miles (RPMs), increased by 21.6% year over year in the third quarter 2013 with the incorporation of nine new aircraft from October 1, 2012 to September 30, 2013.

During this period, our non-ticket revenue increased to Ps.503 million, a 24.8% increase as compared to third quarter 2012.
 
 
 
 
 
 
 
 
12

 
 
 
 
 
Continued Cost Discipline

The operating expenses per available seat mile (CASM) for the third quarter 2013 were Ps.113.9 cents, a 4.7% reduction compared to the third quarter of 2012, primarily driven by efficiency benefits and sustained cost control discipline. CASM excluding fuel also decreased 2.9% year over year.

During the third quarter of 2013, the fuel expense was Ps.1,400 million, 8.3% higher than same period of the last year, mainly due to an increase in our capacity of 16.5%, measured in available seat miles terms (ASMs), partially offset by a 4.8%. lower fuel cost price.

Volaris contracts derivative financial instruments intended to hedge against significant and/or sudden increases in its fuel price. Such instruments are negotiated on the Over-the-Counter (“OTC”) market, with approved counterparties and within the approved limits of the Hedging Policy. At the date of this report, the Company has Asian swaps with U.S. Gulf Coast Jet Fuel 54 as an underlying asset, through which it pays fixed amounts and receives amounts based on the average price of the underlying asset within the hedged period. These instruments qualify for hedge accounting and accordingly, their effects are presented as part of the fuel cost in the consolidated statements of operations. During the third quarter of 2013, Volaris recorded a gain of Ps.4.7 million, related to the derivative financial instruments.
 
During the third quarter of 2013, aircraft and engine rent expense was Ps.562 million, 14.5% higher than same period of the last year, mainly due to nine new aircraft Airbus A320 received after September 30, 2012.

The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s long-term debt obligations and flight equipment operating lease agreements with floating interest rates. The Company’s results are affected by fluctuations in market interest rates due to the impact that such changes may have on lease payments indexed to London Inter Bank Offered Rate (“LIBOR”). The Company uses interest rate swaps to hedge its exposure to fluctuations in market interest rates and accounts for these instruments as an accounting hedge. During third quarter 2013, Volaris recorded a loss of Ps.27.2 million, related to these financial instruments.

The salaries and benefits expense was Ps.397 million during the third quarter of 2013, 20.9% higher than same period of the last year, mainly as a result of an increase in departures of 15.6% and our fleet size, which required an increase in our total employees.
           
The landing, take-off and navigation expense was Ps.498 million during three months ended September 30, 2103, an increase of 14.6% compared to the same period of last year, primarily due to an increase in our airport served. Additionally, our booked passengers increased 25.4%.

Sales, marketing and distribution expenses decreased 11.7% compared to the same period of last year, primarily as a result of our constant pursuit of operational efficiency.

During the third of quarter 2013, maintenance expenses were Ps.138 millions, 5.4% higher than same period of last year, primarily due to an increase in our fleet size and higher maintenance costs associated with the aging of our fleet size.
           
Depreciation and amortization expenses increased 48.8%, mainly due to the amortization of major maintenance events associated with our fleet age.
           
Strong Balance Sheet and Liquidity

As of September 30, 2013, Volaris had Ps.2,974 million in unrestricted cash and cash equivalents, representing 23% of last twelve month total operating revenues. The Company recorded negative net debt (or a positive net cash position) of Ps.2,565 million and total equity reached 4,135 million.

During the third quarter 2013, Volaris incurred in capital expenditures of Ps.163 million. The Company paid Ps.99 million in pre-delivery payments for future deliveries of aircraft net of refunds, and recorded additional purchases of rotable spare parts, furniture and equipment totaling Ps.64 million. The Company also obtained an extension of its pre-delivery payments facility for eight new aircraft with Santander and Bancomext for US$71 million, which now covers aircraft deliveries through the first half of 2016.

Young and Fuel Efficient Fleet

As of September 30, 2013, reflecting our strategy to further reduce our unit cost, Volaris has continued to take deliveries of larger A320 aircraft, bringing our mix of A320/A319s to a 50/50 split. The Company´s fleet was comprised of 44 aircraft (22 Airbus A320 and 22 Airbus A319), with an average age of 4.2 years. During the third quarter of 2013 Volaris received one new Airbus A320 aircraft equipped with sharklets.

On August 19, 2013, the Company selected Pratt & Whitney and International Aero Engines (IAE) to power its fleet of 30 A320neo and 14 A320ceo to be delivered between 2015 and 2020.

During the fourth quarter Volaris will be redelivering two A319 and receiving two new Airbus A320 aircraft equipped with sharkelts, in line with our strategy of maintaining a young and efficient fleet.
  
Other Current Highlights
  
In October, we successfully migrated to our new reservations system, called Navitaire, which will enable us to further develop our non-ticket revenues. We also took advantage of this platform migration to re-launch our new webpage and implement our new baggage policy.
 


Investors are urged to read carefully the Company's periodic reports filed with or furnished to the Securities and Exchange Commission, for additional information regarding the Company.
 
 
 
 
 
 
 
13

 
 
 
 
 
Conference Call/Webcast Details

Volaris will conduct a conference call to discuss these results tomorrow, October 29th, 2013, at 11:00 a.m. ET. A live audio webcast of the conference call will be available to the public on a listen-only basis at http://ir.volaris.com.

About Volaris

Volaris (NYSE: VLRS and BMV: VOLAR), is an ultra-low-cost carrier, or ULCC, based in Mexico. Volaris utilizes its ULCC business model and efficient operations to offer low base fares and to stimulate demand while aiming to provide high quality customer service. Volaris targets passengers who are visiting friends and relatives, cost-conscious business people and leisure travelers in Mexico and to select destinations in the United States. Volaris' unbundled pricing strategy allows it to provide low base fares and enables its passengers to select and pay for a range of optional products and services. Volaris' mission is to offer its clients high quality customer service at an affordable price.
 
Since beginning operations in March 2006, Volaris has increased its routes from 5 to 88 and its fleet from 4 to 44 aircraft. Volaris offers more than 200 daily flight segments on routes that connect 33 cities in Mexico and 11 cities in the United States with the youngest aircraft fleet in Mexico. Among other recognitions, Volaris has received the ESR Award for Social Corporate Responsibility for three consecutive years. For more information, please visit: www.volaris.com.
 
Forward-looking Statements

Statements in this release contain various forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which represent the Company's expectations or beliefs concerning future events. When used in this release, the words “expects,” “estimates,” “plans,” “anticipates,” “indicates,” “believes,” “forecast,” “guidance,” “outlook,” “may,” “will,” “should,” “seeks,” “targets” and similar expressions are intended to identify forward-looking statements. Similarly, statements that describe the Company's objectives, plans or goals, or actions the Company may take in the future, are forward-looking statements. Forward-looking statements include, without limitation, statements regarding the Company's intentions and expectations regarding the delivery schedule of aircraft on order, announced new service routes and customer savings programs. All forward-looking statements in this release are based upon information available to the Company on the date of this release. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise. Forward-looking statements are subject to a number of factors that could cause the Company's actual results to differ materially from the Company's expectations, including the competitive environment in the airline industry; the Company's ability to keep costs low; changes in fuel costs; the impact of worldwide economic conditions on customer travel behavior; the Company's ability to generate non-ticket revenues; and government regulation. Additional information concerning these and other factors is contained in the Company's Securities and Exchange Commission filings.

Investor Relations Contact

Andrés Pliego / Investor Relations / ir@volaris.com / +52 55 5261 6444

Media Contact

Jimena Llano / jimena.llano@volaris.com / +52 1 55 4577 0857
 
 
 

 
 
 
 
14

 
 
 
 
 
 
Controladora Vuela Compañía de Aviación, S.A.B. de C.V. and Subsidiaries

Financial and Operating Indicators
 
 
Unaudited
(In Mexican pesos, except otherwise indicated)
 
Three months ended
September 30, 2013
(US Dollars)*
   
Three months ended
September 30, 2013
   
Three months ended
September 30, 2012
   
Var
(%)
 
Total operating revenue (million)
    286       3,722       3,349       11.1 %
Total operating expenses  (millon)
    257       3,348       3,014       11.1 %
EBIT (million)
    29       374       335       11.5 %
EBIT margin
    10.0 %     10.0 %     10.0 %  
0.0
pp
Adjusted EBITDA (million)
    35       454       389       16.7 %
Adjusted EBITDA margin
    12.2 %     12.2 %     11.6 %  
0.6
pp
Adjusted EBITDAR (million)
    78       1,016       880       15.5 %
Adjusted EBITDAR margin
    27.3 %     27.3 %     26.3 %  
1.0
pp 
Net income (million)
    20       254       230       10.3 %
Net margin
    6.8 %     6.8 %     6.9 %  
0.0
pp 
Net income excluding special items (million)**
    24       319       230       38.7 %
Net margin excluding special items (million)**
    8.6 %     8.6 %     6.9 %  
1.7
pp 
Earnings per share:
                               
Basic (cents)
    2.3       30.2       29.1       3.8 %
Diluted (cents)
    2.3       29.4       29.1       1.0 %
Earnings per share excluding special items:
                               
Basic (cents)
    2.9       37.9       29.1       30.1 %
Diluted (cents)
    2.8       36.9       29.1       26.7 %
Weighted average shares outstanding:
                               
Basic**
            840,686,376       727,595,544       15.5 %
Diluted**
            863,256,287       727,595,544       18.6 %
Available seat miles (ASMs) (million)
            2,939       2,523       16.5 %
Revenue passenger miles (RPMs) (million)
            2,573       2,117       21.5 %
Load factor
            87.5 %     83.9 %  
3.6
pp 
Total operating revenue per ASM (TRASM) (cents)
    9.7       126.6       132.7       -4.6 %
Passenger revenue per ASM (RASM) (cents)
    8.4       109.5       116.8       -6.2 %
Average fare
    96       1,253       1,437       -12.8 %
Non-ticket revenue per passenger
    15.0       195.7       196.6       -0.5 %
Operating expenses per ASM (CASM) (cents)
    8.8       113.9       119.5       -4.7 %
CASM excluding fuel (cents)
    5.1       66.3       68.2       -2.9 %
Booked passengers (thousands)
            2,570       2,050       25.4 %
Departures
            18,619       16,110       15.6 %
Block hours
            49,172       43,223       13.8 %
Fuel gallons consumed (million)
            35.2       31.0       12.9 %
Average economic fuel cost per gallon
    3.1       39.7       41.7       -4.8 %
Aircraft at end of period
            44       37       18.9 %
Average aircraft utilization (block hours)
            12.9       13.1       -1.5 %
Average exchange rate
            12.91       13.18       -2.0 %
 
 
* Peso amounts were converted to U.S. dollars of Ps. 13.0119
** Excludes debt prepayment penalty of Ps. 65 million
 

 
 
 
 
15

 
 
 
 
 
Controladora Vuela Compañía de Aviación, S.A.B. de C.V. and Subsidiaries

Financial and Operating Indicators
 
 
 
Unaudited
(In Mexican pesos, except otherwise indicated)
 
Nine months ended
September 30, 2013
(US Dollars)*
   
Nine months ended
September 30, 2013
   
Nine months ended
September 30, 2012
   
Var
 (%)
 
Total operating revenue (millions)
    755       9,819       8,466       16.0 %
Total operating expenses  (millons)
    715       9,305       8,257       12.7 %
EBIT (millions)
    40       514       209       >100 %
EBIT margin
    5.2 %     5.2 %     2.5 %  
2.8
pp 
Adjusted EBITDA (millions)
    56       730       350       >100 %
Adjusted EBITDA margin
    7.4 %     7.4 %     4.1 %  
3.3
pp 
Adjusted EBITDAR (millions)
    178       2,322       1,749       32.8 %
Adjusted EBITDAR margin
    23.7 %     23.7 %     20.7 %  
3.0
pp 
Net income (millions)
    28       362       74       >100 %
Net margin
    3.7 %     3.7 %     0.9 %  
2.8
pp 
Net income excluding special items
    33       428       74       >100 %
Net margin excluding special items
    4.4 %     4.4 %     0.9 %  
3.5
pp 
Earnings per share:
                               
Basic (cents)
    3.4       44.8       11.8       >100 %
Diluted (cents)
    3.3       43.2       11.8       >100 %
Earnings per share excluding special items:
                               
Basic (cents)**
    4.1       52.8       11.8       >100 %
Diluted (cents)**
    3.9       50.9       11.8       >100 %
Weighted average shares outstanding:
                               
Basic
    -       815,953,698       727,595,544       12.1 %
Diluted
    -       847,041,525       727,595,544       16.4 %
Available seat miles (ASMs) (millions)
    -       7,954       6,764       17.6 %
Revenue passenger miles (RPMs) (millions)
     -       6,674       5,664       17.8 %
Load factor
     -       83.9 %     83.7 %  
0.2
pp 
Total operating revenue per ASM (TRASM) (cents)
    9.5       123.4       125.2       -1.4 %
Passenger revenue per ASM (RASM) (cents)
    8.1       105.4       109.7       -3.9 %
Average fare
    97       1,267       1,360       -6.8 %
Non-ticket revenue per passenger
    17       217       192       12.6 %
Operating expenses per ASM (CASM) (cents)
    9.0       117.0       122.1       -4.2 %
CASM excluding fuel (cents)
    5.4       70.3       70.2       0.0 %
Booked passengers (thousands)
    -       6,620       5,456       21.3 %
Departures
    -       50,442       43,050       17.2 %
Block hours
     -       134,244       115,946       15.8 %
Fuel gallons consumed (millions)
    -       94.6       82.4       14.8 %
Average economic fuel cost per gallon
    3.0       39.3       42.5       -7.7 %
Aircraft at end of period
    -       44       37       18.9 %
Average aircraft utilization (block hours)
    -       12.3       12.4       -0.8 %
Average exchange rate
            12.68       13.24       -4.2 %
 
* Peso amounts were converted to U.S. dollars of Ps. 13.0119
** Excludes debt prepayment penalty of Ps. 65 million
 
 
 
 
 
16

 
 
 
 
 
Controladora Vuela Compañía de Aviación, S.A.B. de C.V. and Subsidiaries

Consolidated Statement of Operations
 
 
Unaudited
(in millions of Mexican pesos)
 
Three months ended
September 30, 2013
(US Dollars*)
   
Three months ended
September 30, 2013
   
Three months ended
September 30, 2012
   
Var
 (%)
 
Operating revenues:
                       
Passenger
    247       3,219       2,946       9.2 %
Non-ticket
    39       503       403       24.8 %
      286       3,722       3,349       11.1 %
                                 
Other operating income
    (1 )     (7 )     (15 )     -54.2 %
Fuel
    108       1,400       1,293       8.3 %
Aircraft and engine rent expense
    43       562       491       14.5 %
Salaries and benefits
    30       397       328       20.9 %
Landing, take-off and navigation expenses
    38       498       435       14.6 %
Sales, marketing and distribution expenses
    14       179       203       -11.7 %
Maintenance expenses
    11       138       131       5.4 %
Other operating expenses
    8       100       94       6.6 %
Depreciation and amortization
    6       81       54       48.8 %
Operating expenses
    257       3,348       3,014       11.1 %
                                 
Operating income
    29       374       335       11.5 %
                                 
Finance income
    1       7       7       -1.8 %
Finance cost
    (6 )     (84 )     (24 )  
>100
Exchange gain (loss), net
    2       26       (84 )  
NA
 
Comprehensive financing result
    (3 )     (51 )     (102 )     -50.0 %
                                 
Income  before income tax
    26       323       234       38.2 %
Income tax (expense) benefit
    (5 )     (69 )     (4 )  
>100
Net income
    20       254       230       10.3 %
                                 
Attribution of net income (loss):
                               
Equity holders of the parent
    20       254       212       19.6 %
Non-controlling interest
    -       -       18    
100.0
%
Net income
    20       254       230       10.3 %
 
* Peso amounts were converted to U.S. dollars at the rate of Ps. 13.0119 for convenience purposes only.
 
 
 
 
 
17

 
 
 
 
 
Controladora Vuela Compañía de Aviación, S.A.B. de C.V. and Subsidiaries

Consolidated Statement of Operations
 
 
Unaudited
(in millions of Mexican pesos)
 
Nine months ended
September 30, 2013
(US Dollars*)
   
Nine months ended
September 30, 2013
   
Nine months ended
September 30, 2012
   
Var
 (%)
 
Operating revenues:
                       
Passenger
    644       8,385       7,417       13.0 %
Non-ticket
    110       1,434       1,049       36.7 %
      754       9,819       8,466       16.0 %
                                 
Other operating income
    (3 )     (33 )     (58 )     -43.1 %
Fuel
    286       3,716       3,507       6.0 %
Aircraft and engine rent expense
    122       1,592       1,399       13.8 %
Salaries and benefits
    88       1,144       937       22.0 %
Landing, take-off and navigation expenses
    109       1,417       1,184       19.6 %
Sales, marketing and distribution expenses
    40       525       553       -4.9 %
Maintenance expenses
    33       430       344       24.8 %
Other operating expenses
    23       297       249       19.1 %
Depreciation and amortization
    17       216       141       52.9 %
Operating expenses
    715       9,305       8,257       12.7 %
                                 
Operating income
    39       514       209    
>100
                                 
Finance income
    1       19       12       61.3 %
Finance cost
    (9 )     (120 )     (67 )     79.1 %
Exchange gain (loss), net
    4       46       (79 )  
NA
 
Comprehensive financing result
    (4 )     (55 )     (134 )     -58.7 %
                                 
Income  before income tax
    35       459       75    
>100
Income tax (expense) benefit
    (7 )     (97 )     (1 )  
>100
Net income
    28       362       74    
>100
                                 
Attribution of net income (loss):
                               
Equity holders of the parent
    28       366       86    
>100
Non-controlling interest
    -       (3 )     (12 )     -72.6 %
Net income
    28       362       74    
>100
 
* Peso amounts were converted to U.S. dollars at the rate of Ps. 13.0119 for convenience purposes only.
 
 
 
 
 
18

 
 
 
 
 
Controladora Vuela Compañía de Aviación, S.A.B. de C.V. and Subsidiaries

Consolidated Statement of Financial Position
 
 
(in millions of Mexican pesos)
 
September 30, 2013
Unaudited
(US Dollars*)
   
September 30, 2013
Unaudited
   
December 31, 2012
Audited
(Restated)
 
Assets
                 
Cash and cash equivalents
    229       2,974       822  
Accounts receivable
    53       686       387  
Inventories
    9       112       97  
Prepaid expenses and other current assets
    29       376       268  
Financial instruments
    -       2       2  
Guarantee deposits
    31       406       238  
Total current assets
    350       4,555       1,815  
Other accounts receivable
    -       -       -  
Rotable spare parts, furniture and equipment, net
    82       1,062       1,195  
Intangible assets
    5       69       60  
Deferred income tax
    21       274       320  
Guarantee deposits
    188       2,445       2,245  
Other assets
    4       47       54  
Assets classified as held for sale 
    -       -       12  
Total assets
    650       8,452       5,702  
Liabilities
                       
Unearned transportation revenue
    116       1,513       1,259  
Accounts payable
    36       463       524  
 Accrued liabilities
    69       894       766  
Taxes payable
    52       682       560  
Financial instruments
    2       30       37  
Financial debt
    10       134       527  
Other liabilities
    6       78       49  
Total short-term liabilities
    292       3,794       3,722  
Financial instruments
    6       84       111  
Financial debt
    21       275       633  
Other liabilities
    11       142       147  
Employee benefits
    -       5       4  
Deferred income taxes
    1       17       11  
Total liabilities
    332       4,318       4,627  
Equity
                       
Capital stock
    229       2,974       2,376  
Treasury shares
    (3 )     (36 )     (134 )
Contributions for future capital increases
    -       -       -  
Legal reserve
    3       38       38  
Other capital reserves
    -       1       -  
Additional paid-in capital
    139       1,809       (191 )
Accumulated losses
    (43 )     (564 )     (930 )
Other accumulated comprehensive losses
    (7 )     (87 )     (108 )
Total equity attributable to equity holders of the parent
    318       4,135       1,052  
Non-controlling interest
    -       -       22  
Total equity
    318       4,135       1,075  
Total liabilities and equity
    650       8,452       5,702  
                         
Total shares outstanding fully diluted
            1,011,876,677       1,977,460 **
 
* Peso amounts were converted to U.S. dollars at the rate of Ps. 13.0119 for convenience purposes only.
** Pre-split shares. A share split of 403 to 1 was done in June 2013 in connection to the IPO.
 
 
 
 
 
 
19

 
 
 
 
 
Controladora Vuela Compañía de Aviación, S.A.B. de C.V. and Subsidiaries

Consolidated Statement of Cash Flows
 
 
Unaudited
(in millions of Mexican pesos)
 
Nine months ended
September 30, 2013
(US Dollars*)
   
Nine months ended
September 30, 2013
   
Nine months ended
September 30, 2012
 
                   
Net cash flow provided by operating activities
    33       434       331  
Net cash flow used in investing activities
    (2 )     (24 )     (254 )
Net cash flow (used in) provided by financing activities
    131       1,706       6  
Increase in cash and cash equivalents
    163       2,116       82  
Net foreign exchange differences
    3       35       (35 )
Cash and cash equivalents at beginning of period
    63       822       441  
Cash and cash equivalents at end of period
    229       2,974       488  
 
* Peso amounts were converted to U.S. dollars at the rate of Ps. 13.0119 for convenience purposes only.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
             
 
20

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
FINANCIAL STATEMENT NOTES PAGE 1/13
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
CONTROLADORA VUELA COMPAÑÍA DE AVIACIÓN, S.A.B. DE C.V. AND SUBSIDIARIES

Notes to the Unaudited Interim Condensed Consolidated Financial Statements

1) Corporate Presentation

Controladora Vuela Compañía de Aviación, S.A.B. de C.V. (“Controladora”) was incorporated in Mexico in accordance with Mexican corporate laws on October 27, 2005. Controladora is domiciled in México, City at Av. Antonio Dovali Jaime No. 70, 13th Floor, Tower B, Colonia Zedec Santa Fe, México D.F.

The Consolidated Financial Statements of the Controladora for the quarterly periods ended September 30, 2013 and 2012 comprise the Controladora and its Subsidiaries.
 
Controladora is listed on the Mexican Stock Exchange (BMV) and on the New York Stock Exchange (NYSE).  The Company mainly renders domestic and international air transportation services, regular and non-regular passenger, freight, and mail in the Mexican United States and abroad.

2) Basis of preparation

Statement of compliance

The unaudited interim condensed consolidated financial statements for the nine months ended September 30, 2013 and its notes have been prepared in accordance with International Accounting Standard (“IAS”) 34 Interim Financial Reporting, as issued by the International Accounting Standard Board, using Mexican pesos as the functional and reporting currency.

Basis of measurement and presentation

The accompanying consolidated financial statements have been prepared under the historical cost convention, except for derivative financial instruments that are measured at fair value. The carrying value of recognized financial assets and liabilities that are designated and accounted for as cash flow hedges are adjusted to record changes in fair values attributable to the risks that are being hedged.

Non-controlling interests represent the portion of profits or losses and net assets representing ownership interests in subsidiaries not held by the Company. Non-controlling interests are presented separately in the consolidated statement of comprehensive income and in equity in the consolidated statement of financial position separately from the Company’s own equity.

Non-controlling interests represent the portion of profits or losses and net assets representing ownership interests in subsidiaries not held by the Company. Non-controlling interests are presented separately in the consolidated statement of comprehensive income and in equity in the consolidated statement of financial position separately from the Company’s own equity.

Acquisitions of non-controlling interest are recognized as equity transactions (transactions with owners in their capacity as owners). The carrying amounts of the controlling and non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiary. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid are recognized directly in equity and attributed to the owners of the parent.
 
 
21

 
 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
FINANCIAL STATEMENT NOTES PAGE 2/13
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
The preparation of the consolidated financial statements in accordance with IFRS requires management to make estimates and assumptions that affect the amounts reported in the accompanying financial statements and notes. Actual results could differ from those estimates.

The exchange rate of the peso with respect to the dollar at September 30, 2013 and 2012 was Ps. 13.0119 and Ps.12.8695, respectively.

Unless indicated otherwise, the totals and percentages do not accurately reflect the absolute amounts in this document due to rounding off.


3) Basis of consolidation

The accompanying consolidated financial statements comprise the financial statements of Controladora and its subsidiaries. At September 30, 2013 and December 31, 2012, the majority owned subsidiaries of the Company are as follows:

 
At September 30, 2013
At December 31, 2012
Nombre
   
     
Concesionaria Vuela Compañía de Aviación, S.A.P.I. de C.V.
100%
97.95%
Comercializadora Volaris, S.A. de C.V. (“Comercializadora”)
100%
98.00%
Servicios Corporativos Volaris, S.A. de C.V. (“Servicios Corporativos”)
100%
98.00%
Servicios Administrativos Volaris, S.A. de C.V. (“Servicios Administrativos”)
100%
98.00%
Deutsche Bank México, S.A., Fideicomiso 1462
100%
100.00%
Deutsche Bank México, S.A., Fideicomiso 1484
100%
100.00%
Deutsche Bank México, S.A., Fideicomiso 1498
100%
100.00%
Fideicomiso irrevocable de administración número F/307750
100%
100.00%


The financial statements of the subsidiaries are prepared for the same reporting period as the parent Controladora, using consistent accounting policies. All intercompany balances, transactions, unrealized gains and losses resulting from intercompany transactions are eliminated in full.

Total comprehensive income within a subsidiary is attributed to the non-controlling interest even if it results in a deficit balance. In conformity with Standing Interpretation Committee (“SIC”) 12, the financial statements of the trusts to which Controladora assigned its rights and obligations during 2013 and 2012, are consolidated into the Company’s financial statements, as the trusts are considered special purpose entities.


4) Accounting policies

a) Revenue recognition
 
 
 
22

 
 
 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
FINANCIAL STATEMENT NOTES PAGE 3/13
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
Revenues from the air transportation of passengers and commissions from ground transportation services are recognized at the earlier of when the service is provided or when the non-refundable ticket expires at the date of the scheduled travel.

Ticket sales for future flights are initially recognized as liabilities under the caption unearned transportation revenue and, once the transportation service is provided by the Company, the earned revenue is recognized as passenger ticket revenues and the unearned transportation revenue is reduced by the same amount. All of the Company’s tickets are non-refundable, subject to change upon a payment of a fee. Additionally the Company does not operate a frequent flier program.


Non-ticket revenue includes: cargo services, charter flight services, fees charged to passengers for excess baggage, travel assistance, advance seat selection, carriage of sports equipment check-in, commission from sales of insurance by third parties and other services.

All such revenues are collected from passengers and recognized as non-ticket revenue when the service has been provided, which is typically the flight date.

The Company is also required to collect certain taxes and fees from customers on behalf of government agencies and airports and remit these back to the applicable governmental entity or airport on a periodic basis. These taxes and fees include value added tax, federal transportation taxes, federal security charges, airport passenger facility charges, and foreign arrival and departure taxes. These items are collected from customers at the time they purchase their tickets, but are not included in passenger revenue. The Company records a liability upon collection from the customer and discharge the liability when payments are remitted to the applicable governmental entity or airport.

b) Cash and cash equivalents

Cash and cash equivalents are represented by bank deposits and highly liquid investments with maturities of 90 days or less at the original purchase date.

For the purpose of the consolidated statement of cash flows, cash and cash equivalent consist of cash and short-term deposits as defined above, net of outstanding bank overdrafts.

c) Financial assets and liabilities

Financial instruments – initial recognition and subsequent measurement

i) Financial assets

Initial recognition and measurement

Financial assets within the scope of IAS 39 are classified as financial assets at fair value through profit or loss, loans and receivables, held-to-maturity investments, available-for-sale financial assets, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Company determines the classification of its financial assets at initial recognition.

All financial assets are recognized initially at fair value plus transaction costs, except in the case of financial assets recorded at fair value through profit or loss.

Subsequent measurement
 
 
 
23

 
 
 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
FINANCIAL STATEMENT NOTES PAGE 4/13
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
The subsequent measurement of financial assets depends on their classification as described below:
 
Financial assets at fair value through profit or loss

Financial assets at fair value through profit or loss include financial assets held for trading and financial assets designated upon initial recognition at fair value through profit or loss.

Loans and receivables

Loans and receivables and other accounts receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. After initial measurement, such financial assets are subsequently measured at amortized cost using the Effective Interest Rate (“EIR”) method, less impairment. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included in finance income in the income statement. The losses arising from impairment are recognized in the income statement in finance costs for loans and in cost of sales or other operating expenses for receivables.

Derecognition

A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is derecognized when:

a) The rights to receive cash flows from the asset have expired;
b) The Company 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’ arrangement; and either (i) the Company has transferred substantially all the risks and rewards of the asset, or (ii) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset; or

c) When the Company 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 asset is recognized to the extent of the Company’s continuing involvement in the asset. In that case, the Company 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 Company has retained.

ii) Impairment of financial assets

The Company assesses, at each reporting date, whether there is objective evidence that a financial asset or a group of financial assets is impaired. A financial asset or a group of financial assets is deemed to be impaired if there is objective evidence of impairment as a result of one or more events that has occurred since the initial recognition of the asset (an incurred ‘loss event’) and that loss event has an impact on the estimated future cash flows of the financial asset or the group of financial assets that can be reliably estimated.

Evidence of impairment may include indications that the debtors or a group of debtors is experiencing significant financial difficulty, default or delinquency in interest or principal payments, the probability that they will enter bankruptcy or other financial reorganization and observable data indicating that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic conditions that correlate with defaults.
 
 
 
24

 
 
 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
FINANCIAL STATEMENT NOTES PAGE 5/13
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
Financial assets carried at amortized cost

For financial assets carried at amortized cost, the Company first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, or collectively for financial assets that are not individually significant. If the Company 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. If there is objective evidence that an impairment loss has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future expected credit losses that have not yet been incurred). The present value of the estimated future cash flows is discounted at the financial asset’s original effective interest rate. If a loan has a variable interest rate, the discount rate for measuring any impairment loss is the current EIR.

iii) Financial liabilities

Initial recognition and measurement

Financial liabilities within the scope of IAS 39 are classified as financial liabilities at fair value through profit or loss, loans and borrowings, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Company determines the classification of its financial liabilities at initial recognition. All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings, net of directly attributable transaction costs.

The Company’s financial liabilities include accounts payable to suppliers, unearned transportation revenue, other accounts payable, loans and derivative financial instruments.

Subsequent measurement

The measurement of financial liabilities depends on their classification as described below: Financial liabilities at fair value through profit or loss Financial liabilities at fair value through profit or loss include financial liabilities designated upon initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for trading if they are acquired for the purpose of selling in the near term. This category includes derivative financial instruments that are not designated as hedging instruments in hedge relationships as defined by IAS 39.

Gains or losses on liabilities held for trading are recognized in the income statement.

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at the initial date of recognition, and only if the criteria in IAS 39 are satisfied. The Company has not designated any financial liability as at fair value through profit or loss.

Loans and borrowings

After initial recognition, interest bearing loans and borrowings are subsequently measured at amortized cost using the EIR method. Gains and losses are recognized in profit or loss when the liabilities are derecognized as well as through the EIR amortization process.

Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included as finance costs in the income statement.

Derecognition

 
25

 
 
 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
FINANCIAL STATEMENT NOTES PAGE 6/13
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
A financial liability is derecognized when the obligation under the liability is discharged or 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 the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the consolidated income statement.
 
d) Other accounts receivables and allowance for doubtful receivables

Other accounts receivables are due primarily from major credit card processors associated with the sales of tickets, stated at cost less allowances made for doubtful accounts, which approximates fair value given their short-term nature.

An allowance for doubtful receivables is established when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of the receivable through risk analysis and taking into account the historical analysis of the recovery of arrears.

e) Inventories

Inventories consist primarily of flight equipment expendable parts, materials and supplies, and are recorded at acquisition cost. Inventories are carried at the lower of cost and their net realization value, which do not exceed respective replacement value. The cost is determined on the basis of the weighted average cost method and expensed when used in operations.

f) Intangibles assets

Cost related to the purchase or development of computer software that is separable from an item of related hardware is capitalized separately and amortized over the period in which it will generate benefits not exceeding five years on a straight-line basis. The Company annually reviews the estimated useful lives and salvage values of intangible assets and any changes are accounted for prospectively.

We record impairment charges on intangible assets used in operations when events and circumstances indicate that the assets may be impaired or when the carrying amount of a long-lived asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less cost to sell and its value in use.

The value in use calculation is based on a discounted cash flow model, using our projections of operating results for the near future. The recoverable amount of long-lived assets is sensitive to the uncertainties inherent in the preparation of projections and the discount rate used in the calculation.

g) Guarantee deposits

Guarantee deposits consist primarily of aircraft maintenance deposits paid to lessors, deposits for rent of flight equipment and other guarantee deposits. Aircraft and engine deposits are in U.S. dollars held by lessors and are presented as current assets and non-current assets, based on the recovery dates of each deposit established in the related agreements.

Aircraft maintenance deposits paid to lessors

The Company’s lease agreements provide that the Company pays maintenance deposits to aircraft lessors to be held as collateral in advance of the Company’s performance of major maintenance activities. These lease agreements provide that maintenance deposits are reimbursable to the Company upon completion of the maintenance event in an amount equal to the lesser of (i) the
 
 
 
26

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
FINANCIAL STATEMENT NOTES PAGE 7/13
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
amount of the maintenance deposits held by the lessor associated with the specific maintenance event, or (ii) the qualifying costs related to the specific maintenance event.

Substantially all of these maintenance deposits are calculated based on a utilization measure of the leased aircrafts and engines, such as flight hours or cycles, and are used solely to collateralize the lessor for maintenance time run off the aircraft and engines until the completion of the maintenance of the aircraft and engine.

Maintenance deposits expected to be recovered from lessors are reflected as guarantee deposits in the accompanying consolidated statement of financial position. The portion of prepaid maintenance deposits that is deemed unlikely to be recovered, primarily relating to the rate differential between the maintenance deposits payments and the expected cost for the next related maintenance event that the deposits serve to collateralize, and is recognized as supplemental rent. Thus, any excess of the required deposit over the expected cost of the major maintenance event is recognized as supplemental rent starting from the period the determination is made.

Any usage-based maintenance deposits paid, related with the last major maintenance event that are nonrefundable to the Company and are not substantively related to the maintenance of the leased asset are accounted for as contingent rent in the consolidated statements of operations. The Company records lease payment as contingent rent when it becomes probable and reasonably estimable that the maintenance deposits payments will not be refunded.

The Company makes certain assumptions at the inception of the lease and at each consolidated statement of financial position date to determine the recoverability of maintenance deposits. These assumptions are based on various factors such as the estimated time between the maintenance events, the date the aircraft is due to be returned to the lessor, and the number of flight hours the aircraft and engines is estimated to be utilized before it is returned to the lessor.

In the event that lease extensions are negotiated, any extension benefit is recognized as a liability. The aggregate benefit of extension is recognized as a reduction of rental expense on a straight-line basis, except where another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

h) Aircraft and engine maintenance

The Company is required to conduct diverse levels of aircraft maintenance. Maintenance requirements depend on the type of aircraft, age and the route network over which it operates.

Fleet maintenance requirements may involve short cycle engineering checks, for example, component checks, monthly checks, annual airframe checks and periodic major maintenance and engine checks.

Aircraft maintenance and repair consists of routine and non-routine works, divided into three general categories: (i) routine maintenance, (ii) major maintenance and (iii) component service.

 
(i)
Routine maintenance requirements consists in scheduled maintenance checks on the Company’s aircraft, including pre-flight, daily, weekly and overnight checks, any diagnostics and routine repairs and any unscheduled tasks performed as required. This type of line maintenance events are currently serviced by the Company mechanics and are primarily completed at the main airports that the Company currently serves. All other maintenance activities are sub-contracted to qualified maintenance business partner, repair and overhaul organizations. Routine maintenance also includes scheduled tasks that can take from seven to 14 days to accomplish and typically are required approximately every 22 months. All routine maintenance costs are expensed as incurred.
 
 
27

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
FINANCIAL STATEMENT NOTES PAGE 8/13
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
 
(ii)
Major maintenance consist of a series of more complex tasks that can take from one to eight weeks to accomplish and typically are required approximately every five to six years.

Major maintenance is accounted for under the deferral method, whereby the cost of major maintenance and major overhaul and repair is capitalized (improvements to leased assets) and amortized over the shorter period of the next major maintenance event or the remaining contractual lease term. The next major maintenance event is estimated based on assumptions including estimated usage. The United States Federal Aviation Administration (“FAA”) in the United States and the Mexican Civil Aeronautic Authority (Dirección General de Aeronáutica Civil or “DGAC”) in Mexico mandated maintenance intervals and average removal times as suggested by the manufacturer.

These assumptions may change based on changes in the utilization of aircraft, changes in government regulations and suggested manufacturer maintenance intervals. In addition, these assumptions can be affected by unplanned incidents that could damage an airframe, engine, or major component to a level that would require a heavy maintenance event prior to a scheduled maintenance event. To the extent the planned usage increases, the estimated life would decrease before the next maintenance event, resulting in additional expense over a shorter period.

(iii) The Company has an engine flight hour agreement that guarantees a cost per overhaul, provides miscellaneous engine coverage, caps the cost of foreign objects damage events, ensures there is protection from annual escalations, and grants an annual credit for scrapped components. The cost associated with the miscellaneous engine coverage is recorded as incurred in the consolidated statement of operations.

The Company has a power‑by‑hour agreement for component services, which guarantees the availability of aircraft parts for the Company’s fleet when they are required. It also provides aircraft parts that are included in the redelivery conditions of the contract (hard time) without constituting an additional cost at the time of redelivery. The monthly maintenance cost associated to this agreement is recorded to the consolidated statement of operations.

i) Rotable spare parts, furniture and equipment, net

Rotable spare parts, furniture and equipment, are recorded at cost and are depreciated to estimated residual values over their estimated useful lives using the straight-line method. Pre-delivery payments refer to prepayments made to aircraft and engine manufacturers incurred during the manufacture of the aircraft.

The borrowing costs related to the acquisition or construction of qualifying asset is capitalized as part of the cost of that asset.

Depreciation rates are as follows:

 
Annual depreciation rate
Leasehold improvements to flight equipment
The shorter of: (i) lease term, or (ii) the next major maintenance event
Computer equipment
25%
Mobile lounges
25%
Communications equipment
10%
Miscellaneous equipment
10%
Electric power equipment
10%
Workshop machinery and tools
10%
Office furniture and equipment
10%
Aircraft parts and rotable spare parts
8.3%
 
 
 
28

 
 
 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
FINANCIAL STATEMENT NOTES PAGE 9/13
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
The Company reviews annually the useful lives and salvage values of these assets and any changes are accounted for prospectively.

The Company records impairment charges on rotable spare parts, furniture and equipment used in operations when events and circumstances indicate that the assets may be impaired or when the carrying amount of a long-lived asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less cost to sell and its value in use.

The value in use calculation is based on a discounted cash flow model, using our projections of operating results for the near future. The recoverable amount of long-lived assets is sensitive to the uncertainties inherent in the preparation of projections and the discount rate used in the calculation.

j) Foreign currency transactions and exchange differences

The Mexican peso is the functional currency of the Company and its subsidiaries.

Transactions in foreign currencies are translated into the Company’s functional currency at the exchange rate at the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are subsequently translated at the exchange rate at the consolidated statement of financial position date.

Any differences resulting from the currency translation are recognized in the consolidated statement of operations.
 
Non-monetary items that are measured in terms of historical cost in a foreign currency are not subject to remeasurement after the dates of the initial transactions.

k) Liabilities and provisions

Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.

For certain operating leases, the Company is contractually obligated to return the leased aircraft and engines in a specific return condition. The Company accrues for restitution costs related to aircrafts held under operating leases throughout the term of the lease, based upon the estimated cost of satisfying the return condition criteria for each aircraft.

The Company records aircraft lease return liabilities reserve that is calculated based on the best estimate of the return obligation costs under each aircraft lease agreement. These return obligations are related to the possible costs incurred in the reconfiguration of aircraft (interior and exterior), painting, carpeting and other costs, which are estimated based on current cost adjusted for the inflation.

l) Employee benefits

i) Personnel vacations

The Company recognizes a reserve for the costs of paid absences, such as vacation time, based on the accrual method.

ii) Seniority premiums
 
 
29

 
 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
FINANCIAL STATEMENT NOTES PAGE 10/13
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
Seniority premiums other than those arising from restructurings, are recognized based upon actuarial calculations, the cost of benefits are determined using the projected unit credit method.

Actuarial gains and losses are recognized in full in the period in which they occur in other comprehensive income. Such actuarial gains and losses are not reclassified to profit or loss in subsequent periods.

Past service costs are recognized immediately following the introduction of, or changes to, a pension plan.

The defined benefit asset or liability comprises the present value of the defined benefit obligation using a discount rate based on government bonds (Certificados de la Tesorería de la Federación “CETES” in Mexico), less the fair value of plan assets out of which the obligations are to be settled.

iii) Incentives

The Company has a quarterly incentive plan for certain personnel whereby cash bonuses are awarded for compliance with performance targets. These incentives are accounted for as a short-term benefit under IAS 19R. A provision is recognized based on the estimated amount of the incentive payment.
 
iv) Long-term retention plan

During 2011, the Company implemented an employee long-term retention plan, the purpose of this plan is to retain high performing employees within the organization by paying incentives depending on the Company´s performance. Incentives under this plan are payable in three equal annual installments and the cost is determined using the projected unit credit method.

v) Management incentive plan

Certain key employees of the Company receive additional benefits through a share purchase agreement, which has been classified as an equity-settled share-based payment. The equity settled compensation cost is recognized in consolidated statement of operations under the caption of salaries and benefits, over the vesting period.

vi) Employee profit sharing

Employee profit sharing is computed at the rate of 10% of the individual company taxable income, except for depreciation of historical rather restated values, foreign exchange gains and losses, which are not included until the asset is disposed of or the liability is due and other effects of inflation are also excluded. The cost of employee profit sharing earned for the current-year is presented as an expense in the consolidated statement of operations.

m) Leases

The determination of whether an arrangement is, or contains, a lease is based on the substance of the arrangement at inception date, whether fulfillment of the arrangement is dependent on the use of a specific asset or assets or the arrangement conveys a right to use the asset, even if that right is not explicitly specified in an arrangement.

Property and equipment lease agreements are recognized as finance leases if the risks and benefits incidental to ownership of the leased assets have been transferred to the Company when (i) the ownership of the leased asset is transferred to the Company upon termination of the lease; (ii) the agreement includes an option to purchase the asset at a reduced price; (iii) the term of the lease is for the major part of the economic life of the leased asset; (iv) the present value of minimum
 
 
 
30

 
 
 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
FINANCIAL STATEMENT NOTES PAGE 11/13
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
lease payments is basically the same as the fair value of the leased asset, net of any future benefit or scrap value; or (v) the leased asset is of a specialized nature for the Company.

When the risks and benefits incidental to the ownership of the leased asset remain mostly with the lessor, they are classified as operating leases and rental payments are charged to results of operations on a straight-line over the term of the lease.

Lease contracts for aircraft, engines and components parts are classified as operating leases.

Sale and leaseback

The Company enters into sale and leaseback agreements whereby an aircraft or engine is sold to a lessor upon delivery and the lessor agrees to lease such aircraft or engine back to the Company. Leases under sale and leaseback agreements meet the conditions for treatment as operating leases.

Profit or loss related to a sale transaction followed by an operating lease, is accounted for as follows:

(i) Profit or loss is recognized immediately when it is clear that the transaction is established at fair value.

(ii)If the sale price is below fair value, any profit or loss is recognized immediately.

However, if the loss is compensated for by future lease payments at below market price, such loss is recognized as an asset in the consolidated statements of financial position, and loss recognition is deferred and amortized to the consolidated statements of operations in proportion to the lease payments over the contractual lease term.

(iii) If the sale price is above fair value, the excess of the price above the fair value is deferred and amortized to the consolidated statements of operations over the asset’s expected lease term, including probable renewals, with the amortization recorded as a reduction of rent expense.

n) Income taxes

Current income tax

Current income tax assets and liabilities for the current period are measured at the amount expected to be recovered from or paid to the tax authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, at the reporting date.

Current income tax relating to items recognized directly in equity is recognized in equity and not in the income statement. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Deferred tax

Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.

Deferred tax liabilities are recognized for all taxable temporary differences.

Deferred tax assets are recognized for all deductible temporary differences, the carry-forward of unused tax credits and any unused tax losses. Deferred tax assets are recognized to the extent that it is probable that
 
 
 
31

 
 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
FINANCIAL STATEMENT NOTES PAGE 12/13
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
taxable profit will be available against which the deductible temporary differences, and the carry-forward of unused tax credits and unused tax losses can be utilized.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset 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 profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

o) Derivative financial instruments and hedge accounting

The Company mitigates certain financial risks, such as volatility in the price of fuel, adverse changes in interest rates and exchange rate fluctuations, through a risk management program that includes the use of derivative financial instruments.

In accordance with IAS 39, derivative financial instruments are recognized on the consolidated statement of financial position at fair value. The effective portion of a cash flow hedge’s gain or loss is recognized in accumulated other comprehensive income (loss) in equity, while the ineffective portion is recognized in current year earnings.
 
The realized gain or loss on valuation of derivative financial instruments that qualify for hedge accounting is recorded in the same consolidated statement of operations caption as the realized gain or loss as on the hedged item.

Derivative financial instruments that are not designated as a hedge or are not effective hedges, are recognized at fair value with changes in fair value recorded in current year earnings.

Outstanding derivative financial instruments may require collateral to guarantee a portion of the unsettled loss prior to maturity. The amount of collateral delivered in pledge, is presented as part of non-current assets under the caption guarantee deposits, and the amount of the collateral is reviewed and adjusted on a daily basis based on the fair value of the derivative position.

p) Financial instruments – Disclosures

IFRS 7 requires a three-level hierarchy for fair value measurement disclosures and requires entities to provide additional disclosures about the relative reliability of fair value measurements.

q) Operating segments

The Company is managed as a single business unit that provides air transportation and related services. The Company has two geographic areas identified as domestic (Mexico) and international (United States of America), all assets and liabilities are located in Mexico.

r) Equity

The transaction costs of an equity transaction are accounted for as a deduction from equity to the extent they are incremental costs directly attributable to the equity transaction by a net of any related tax effect that otherwise would have been avoided.

5. Significant accounting judgments, estimates and assumptions
 
 
32

 
 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
FINANCIAL STATEMENT NOTES PAGE 13/13
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
The preparation of these financial statements requires management to make estimates and judgments that affect the reported amount of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities at the date of the Company’s consolidated financial statements.

Certain of the Company’s accounting policies reflect significant judgments or estimates about matters that are both inherently uncertain and material to the Company financial position or results of operations.

Actual results could differ from these estimates. Revisions to accounting estimates are recognized in the period in which the estimate is revised.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
33

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
INVESTMENTS IN ASSOCIATES AND JOINT  
 
VENTURES
 
 
(THOUSAND PESOS)
CONSOLIDATED
     
   
Previous Printing
 
        TOTAL AMOUNT
COMPANY NAME
PRICIPAL ACTIVITY
NUMBER OF SHARES
% OWNERSHIP
ACQUISITION COST
CURRENT VALUE
TOTAL INVESTMENT IN ASSOCIATES
     
0
0
           
 
Nothing to disclose
 
 
 
 
 
 
34

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
BREAKDOWN OF CREDITS  
 
 
 
 
(THOUSAND PESOS)
CONSOLIDATED
     
   
Previous Printing
 
                                 
 
 
 
 
 
MATURITY OR AMORTIZATION OF CREDITS IN NATIONAL CURRENCY
MATURITY OR AMORTIZATION OF CREDITS IN FOREIGN CURRENCY
CREDIT TYPE / INSTITUTION
FOREIGN INSTITUTION (YES/NO)
CONTRACT SIGNING DATE
EXPIRATION DATE
INTEREST
RATE
TIME INTERVAL
TIME INTERVAL
         
CURRENT YEAR
UNTIL 1 YEAR
UNTIL 2 YEAR
UNTIL 3 YEAR
UNTIL 4 YEAR
UNTIL 5 YEAR OR MORE
CURRENT YEAR
UNTIL 1 YEAR
UNTIL 2 YEAR
UNTIL 3 YEAR
UNTIL 4 YEAR
UNTIL 5 YEAR OR MORE
BANKS
                               
FOREIGN TRADE
                               
SECURED
                               
COMMERCIAL BANKS
                               
Banco/Santander-Bancomext
NOT
27/07/2011
01/11/2016
2.65% 3M LIBOR
           
0
132,403
172,817
96,093
5,625
0
OTHER
                               
TOTAL BANKS
       
0
0
0
0
0
0
0
132,403
172,817
96,093
5,625
0
 
 
 
 
 
35

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
BREAKDOWN OF CREDITS  
 
 
 
 
(THOUSAND PESOS)
CONSOLIDATED
     
   
Previous Printing
 
                                 
         
MATURITY OR AMORTIZATION OF CREDITS IN NATIONAL CURRENCY
MATURITY OR AMORTIZATION OF CREDITS IN FOREIGN CURRENCY
CREDIT TYPE / INSTITUTION
FOREIGN INSTITUTION (YES/NO)
CONTRACT SIGNING DATE
EXPIRATION DATE
INTEREST RATE
TIME INTERVAL
TIME INTERVAL
         
CURRENT YEAR
UNTIL 1YEAR
UNTIL 2 YEAR
UNTIL 3 YEAR
UNTIL 4 YEAR
UNTIL 5 YEAR OR MORE
CURRENT YEAR
UNTIL 1YEAR
UNTIL 2 YEAR
UNTIL 3 YEAR
UNTIL 4 YEAR
UNTIL 5 YEAR OR MORE
STOCK MARKET
                               
LISTED STOCK EXCHANGE
                               
UNSECURED
                               
SECURED
                               
PRIVATE PLACEMENTS
                               
UNSECURED
                               
SECURED
                               
TOTAL STOCK MARKET LISTED IN STOCK EXCHANGE AND PRIVATE PLACEMENT
       
0
0
0
0
0
0
0
0
0
0
0
0
 
 
 
 
 
36

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
BREAKDOWN OF CREDITS  
 
 
 
 
(THOUSAND PESOS)
CONSOLIDATED
     
   
Previous Printing
 
                                 
         
MATURITY OR AMORTIZATION OF CREDITS IN NATIONAL CURRENCY
MATURITY OR AMORTIZATION OF CREDITS IN FOREIGN CURRENCY
 
CREDIT TYPE / INSTITUTION
 FOREIGN INSTITUTION (YES/NO)  DATE OF AGREEMENT  EXPIRATION DATE  
TIME INTERVAL
TIME INTERVAL
         
CURRENT YEAR
UNTIL 1 YEAR
UNTIL 2 YEAR
UNTIL 3 YEAR
UNTIL 4 YEAR
UNTIL 5 YEAR OR MORE
CURRENT YEAR
UNTIL 1 YEAR
UNTIL 2 YEAR
UNTIL 3 YEAR
UNTIL 4 YEAR
UNTIL 5 YEAR OR MORE
OTHER CURRENT AND NON-CURRENT LIABILITIES WITH COST
                               
TOTAL OTHER CURRENT AND NON-CURRENT LIABILITIES WITH COST
       
0
0
0
0
0
0
0
0
0
0
0
0
                                 
SUPPLIERS
                               
Traffic services
NO      
166,402
0
                   
Fuel
NO      
115,125
0
                   
Administrative expenses
NO      
35,012
0
                   
Information and communication
NO      
13,833
0
                   
Marketing expenses
NO      
9,221
0
                   
Maintenance and aircraft parts
NO      
7,503
0
                   
Other services
NO      
5,447
0
                   
Maintenance and aircraft parts
YES      
 
 
        60,392         
Fuel
YES      
 
 
        18,568         
Information and communication
YES      
 
 
        10,465         
Traffic services
YES      
 
 
        8,585         
Administrative expenses
YES      
 
 
        2,233         
Other services
YES                  
29 
       
TOTAL SUPPLIERS
       
352,543
0
       
100,272 
       
                                 
OTHER CURRENT AND NON-CURRENT LIABILITIES
                               
Others
NOT
      2,251,619 0 45,513  39,603  37,530 24,942            
Others
YES
     
 
 
 
      
 
 
275,199
84,270
0
0
0
TOTAL OTHER CURRENT AND NON-CURRENT LIABILITIES
       
2,251,619
0
45,513 
39,603 
37,530
24,942
275,199
84,270
0
0
0
                                 
GENERAL TOTAL
       
2,604,162
0
45,513 
39,603 
37,530
24,942
375,471
132,403 
257,087
96,093
5,625
0
 
NOTES
 
 
37

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
MONETARY FOREIGN CURRENCY POSITION  
 
 
 
 
(THOUSAND PESOS)
CONSOLIDATED
     
   
Previous Printing
 
           
 
DOLLARS
OTHER CURRENCIES
 
FOREIGN CURRENCY POSITION (THOUSANDS OF PESOS)
THOUSANDS OF DOLLARS
THOUSAND PESOS
THOUSANDS OF DOLLARS
THOUSAND PESOS
THOUSAND PESOS TOTAL
MONETARY ASSETS
436,726
5,682,629
0
0
5,682,629
CURRENT
201,416
2,620,805
0
0
2,620,805
NON CURRENT
235,310
3,061,824
0
0
3,061,824
LIABILITIES POSITION
66,606
866,679
0
0
866,679
CURRENT
39,031
507,874
0
0
507,874
NON CURRENT
27,575
358,805
0
0
358,805
NET BALANCE
370,120
4,815,950
0
0
4,815,950
 
NOTES
 
POSITION BALANCES ARE VALUED FOREIGN CURRENCY EXCHANGE RATE THE END OF SEPTEMBER 30, 2013 A DOLLAR PER PS.13.0119.
 
 
 
 
38

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
DEBT INSTRUMENTS PAGE 1/2
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
FINANCIAL LIMITATIONS IN CONTRACT,  ISSUED  DEED AND / OR TITLE
 
Revolving line of credit with Banco Santander (“México”), S.A., Institución de Banca Múltiple, Grupo Financiero Santander (“Santander”) and Banco Nacional de Comercio Exterior, S.N.C. (“Bancomext”)
 
The company commits no to assume additional debt. The meaning of “Permitted debt” for this clause, with respect to the borrower and the guarantors, at any date is: a) financing agreements executed on or before the date of this agreement, b) financing agreement for the acquisition and/or leasing of aircraft and their respective engines, c) financing agreement up to USD $100,000,000 (one hundred million  of United States Dollars 00/100) for working capital; d) financing agreements between the subsidiaries and/or affiliates of the guarantors; e) financing agreements that substitute any of the ones of the before mentioned sections (a) to (d); f) derivative financial instruments as long as they entered into with the purpose of hedging fuel, currency or interest rate risks, in agreement with the risk management policies authorized from time to time by the guarantors Board; and g) general financing agreements, as long as the financial ratio of adjusted long term net debt to EBITDAR is minor or equal to 5.5 (five point five) times.
 
 
 
 
 
 
 
 
 
39

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
DEBT INSTRUMENTS PAGE 2/2
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
ACTUAL  SITUATION OF FINANCIAL LIMITED

 
In compliance
 
 
 
 
40

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
DISTRIBUTION OF REVENUE BY PRODUCT  
 
 
 
 
TOTAL INCOME
CONSOLIDATED
  (THOUSAND PESOS)  
   
Previous Printing
 
           
MAIN PRODUCTS OR PRODUCT LINE
NET SALES
MARKET SHARE (%)
MAIN
 
VOLUME
AMOUNT
 
TRADEMARKS
CUSTOMERS
NATIONAL INCOME
         
Domestic (México)
0
7,419,656
0.00
   
EXPORT INCOME
         
United States of America
0
2,399,042
0.00
   
INCOME OF SUBSIDIARIES ABROAD
         
TOTAL
0
9,818,698
     
 
NOTES
 
 
 
 
41

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
ANALYSIS OF PAID CAPITAL STOCK  
 
  CHARACTERISTICS OF THE SHARES
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
SERIES
NOMINAL VALUE
VALID COUPON
NUMBER OF SHARES
CAPITAL STOCK
     
FIXED PORTION
VARIABLE PORTION
MEXICAN
FREE SUBSCRIPTION
FIXED
VARIABLE
A
0.00000
0
3,224
877,852,982
0
0
9
2,579,714
B
0.00000
0
20,956
133,999,515
0
0
56
393,780
TOTAL
   
24,180
1,011,852,497
0
0
65
2,973,494
 
TOTAL NUMBER OF SHARES REPRESENTING THE PAID IN CAPITALSTOCK ON THE DATE OF SENDING THE INFORMATION      1,011,876,677
 
NOTES
 
AMOUNTS IN CAPITAL STOCK FIXED AND VARIABLE ARE EXPRESSED IN THOUSANDS OF MEXICAN PESOS
 
 
 
 
 
42

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
DERIVATIVE FINANCIAL INSTRUMENTS PAGE 1/3
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
QUALITATIVE AND QUANTITATIVE INFORMATION OF THE DERIVATIVE FINANCIAL INSTRUMENTS POSITION OF CONTROLADORA VUELA COMPAÑÍA DE AVIACIÓN, S.A.B. DE C.V. AND SUBSIDIARIES (“VOLARIS” O LA “COMPAÑÍA”) AS OF SEPTEMBER 30, 2013.
 
1) MANAGEMENT DISCUSSION ABOUT THE DERIVATIVE FINANCIAL INSTRUMENTS POLICY, EXPLAINING WHETHER THIS POLICY ALLOWS THEIR USE FOR HEDGING OR OTHER PURPOSES SUCH AS NEGOTIATION.
 
THE COMPANY´S OPERATION IS EXPOSED TO DIFFERENT FINANCIAL RISKS. THE COMPANY’S GLOBAL RISK MANAGEMENT PROGRAM, WHICH IS GOVERNED BY THE HEDGING POLICY APPROVED BY THE BOARD OF DIRECTORS, IS FOCUSED ON THE UNCERTAINTY IN THE FINANCIAL MARKETS AND AIMS TO MINIMIZE THE ADVERSE EFFECTS ON THE NET EARNINGS, WHILE RESTRICTING SPECULATION AND, ACCORDINGLY, ATTEMPTING NOT TO PUT THE COMPANY’S BALANCE SHEET AT RISK. VOLARIS USES DERIVATIVE FINANCIAL INSTRUMENTS TO HEDGE PART OF THESE RISKS AND DOES NOT ENGAGE INTO DERIVATIVES FOR SPECULATIVE OR NEGOTIATION PURPOSES.
 
THE HEDGING POLICY ESTABLISHES THAT DERIVATIVE FINANCIAL INSTRUMENTS TRANSACTIONS WILL BE APPROVED AND IMPLEMENTED/MONITORED BY DIFFERENT COMMITTEES, ADDITIONALLY SETTING MINIMUM LIQUIDITY LEVELS, MAXIMUM NOTIONAL, COVERAGE RANGE, MARKETS, COUNTERPARTIES AND APPROVED INSTRUMENTS. THE FULFILLMENT OF THE HEDGING POLICY, AND ITS PROCEDURES, ARE SUBJECT TO INTERNAL AND EXTERNAL AUDITS.
 
THE HEDGING POLICY IS CONSERVATIVE REGARDING APPROVED DERIVATIVE FINANCIAL INSTRUMENTS, SINCE IT ONLY ALLOWS PLAIN VANILLA INSTRUMENTS THAT MAINTAIN A HIGH CORRELATION WITH THE PRIMARY POSITION HEDGED. IT IS THE COMPANY’S OBJECTIVE TO ENSURE THAT DERIVATIVE FINANCIAL INSTRUMENTS HELD, AT ALL TIMES, QUALIFY FOR HEDGE ACCOUNTING.
 
THROUGH THE USE OF DERIVATIVE FINANCIAL INSTRUMENTS, VOLARIS AIMS TO TRANSFER A PORTION OF THE MARKET RISK TO ITS FINANCIAL COUNTERPARTIES; SOME OF THESE ARE BEST DESCRIBED AS FOLLOWS:
 
1. FUEL PRICE RISK: VOLARIS ENGAGES IN DERIVATIVE FINANCIAL INSTRUMENTS AIMING TO HEDGE AGAINST SIGNIFICANT AND/OR SUDDEN INCREASES IN ITS FUEL PRICE. SUCH INSTRUMENTS ARE NEGOTIATED IN THE OVER-THE-COUNTER (“OTC”) MARKET, WITH APPROVED COUNTERPARTIES AND WITHIN THE APPROVED LIMITS OF THE HEDGING POLICY. AT THE DATE OF THIS REPORT, THE COMPANY HAS ASIAN SWAPS, WITH U.S. GULF COAST JET FUEL 54 AS UNDERLYING ASSET, THROUGH WHICH IT PAYS FIXED AMOUNTS AND RECEIVES AMOUNTS BASED ON THE AVERAGE PRICE OF THE UNDERLYING ASSET WITHIN THE COVERAGE PERIOD. THESE INSTRUMENTS QUALIFY FOR HEDGE ACCOUNTING AND ACCORDINGLY, THEIR EFFECTS ARE PRESENTED AS PART OF FUEL COST IN THE CONSOLIDATED STATEMENTS OF OPERATIONS.
 
2. FOREIGN CURRENCY RISK: THE COMPANY’S EXPOSURE TO THE RISK OF CHANGES IN FOREIGN EXCHANGE RATES RELATES PRIMARILY TO THE COMPANY’S OPERATING ACTIVITIES; WHEN REVENUE OR EXPENSE IS DENOMINATED IN A DIFFERENT CURRENCY FROM THE COMPANY’S FUNCTIONAL CURRENCY (INCLUDING THE AMOUNTS PAYABLE ARISING FROM U.S. DOLLAR DENOMINATED EXPENSES AND U.S. DOLLARS LINKED EXPENSES AND PAYMENTS). TO MITIGATE THIS RISK, THE COMPANY MAY USE FOREIGN EXCHANGE DERIVATIVE FINANCIAL INSTRUMENTS. AS OF THE DATE OF THIS REPORT, THE COMPANY DOES NOT HOLD FOREIGN CURRENCY RELATED DERIVATIVE FINANCIAL INSTRUMENTS.
 
3. INTEREST RATE RISK: THE COMPANY’S EXPOSURE TO THE RISK OF CHANGES IN MARKET INTEREST RATES RELATES PRIMARILY TO THE COMPANY’S LONG-TERM DEBT OBLIGATIONS AND FLIGHT EQUIPMENT OPERATING LEASE AGREEMENTS WITH FLOATING INTEREST RATES. THE COMPANY’S RESULTS ARE AFFECTED BY FLUCTUATIONS IN MARKET INTEREST RATES DUE TO
 
 
43

 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
DERIVATIVE FINANCIAL INSTRUMENTS PAGE 2/3
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
 
THE IMPACT THAT SUCH CHANGES MAY HAVE ON LEASE PAYMENTS INDEXED TO LONDON INTER BANK OFFERED RATE (“LIBOR”). THE COMPANY USES INTEREST RATE SWAPS TO REDUCE ITS EXPOSURE TO FLUCTUATIONS IN MARKET INTEREST RATES AND ACCOUNTS FOR THESE INSTRUMENTS AS AN ACCOUNTING HEDGE.OUTSTANDING DERIVATIVE FINANCIAL INSTRUMENTS MAY REQUIRE COLLATERAL TO GUARANTEE A PORTION OF THE UNSETTLED LOSS PRIOR TO MATURITY. THE AMOUNT OF COLLATERAL DELIVERED IN PLEDGE, IS PRESENTED AS PART OF NON-CURRENT ASSETS UNDER THE CAPTION GUARANTEE DEPOSITS, AND THE AMOUNT OF THE COLLATERAL IS REVIEWED AND ADJUSTED ON A DAILY BASIS BASED ON THE FAIR VALUE OF THE DERIVATIVE POSITION
 
MARKETS AND ELIGIBLE COUNTERPARTIES
 
THE COMPANY ONLY OPERATES IN OTC MARKETS.  TO MANAGE COUNTERPARTY RISK, THE COMPANY NEGOTIATES ISDA AGREEMENTS WITH COUNTERPARTIES BASED ON CREDIT ASSESSMENTS, LIMITS OVERALL EXPOSURE TO ANY SINGLE COUNTERPARTY AND MONITORS THE MARKET POSITION WITH EACH COUNTERPARTY. THIS RISK ON DERIVATIVE FINANCIAL INSTRUMENTS IS LIMITED BECAUSE THE COUNTERPARTIES ARE BANKS WITH HIGH CREDIT- RATINGS ASSIGNED BY INTERNATIONAL CREDIT-RATING AGENCIES. AS OF SEPTEMBER 30, 2013, THE COMPANY HAS IN PLACE NINE ISDA AGREEMENTS AND OPERATES THROUGH 5 OF THEM.
 
ALL OF THE ISDA AGREEMENTS HAVE A CREDIT SUPPPORT ANNEX (“CSA”), WHERE CREDIT CONDITIONS ARE DEFINED, AMONG WHICH CREDIT LINES AND GUIDELINES FOR MARGIN CALLS ARE STIPULATED, SUCH AS MINIMUM AMOUNTS AND ROUNDING. THE EXECUTION OF DERIVATIVE FINANCIAL INSTRUMENTS IS DISTRIBUTED AMONG THE DIFFERENT COUNTERPARTIES TO LIMIT OVERALL EXPOSURE TO A SINGLE ONE, PURSUING AN EFFICIENT USE OF THE VARIOUS CSA THRESHOLDS TO MINIMIZE POTENTIAL MARGIN CALLS.
 
2) GENERAL DESCRIPTION OF THE VALUATION TECHNIQUES, DISTINGUISHING INSTRUMENTS THAT ARE CARRIED AT COST OR FAIR VALUE AND THE VALUATION METHODS AND TECHNIQUES.
 
THE COMPANY USES THE VALUATIONS RECEIVED FROM ITS COUNTERPARTIES. THIS FAIR VALUE IS COMPARED AGAINST INTERNALLY DEVELOPED VALUATION TECHNIQUES THAT ARE MADE USING VALID AND RECOGNIZED METHODOLOGIES, THROUGH WHICH THE FAIR VALUE OF DERIVATIVE FINANCIAL INSTRUMENTS IS ESTIMATED BASED ON MARKET LEVELS AND VARIABLES OF THE UNDERLYING ASSET, USING BLOOMBERG AS THE MAIN SOURCE OF INFORMATION.
 
BASED ON INTERNATIONAL FINANCIAL REPORTING STANDARDS (“IFRS”), UNDER WHICH THE COMPANY PREPARES ITS FINANCIAL STATEMENTS, VOLARIS REALIZES PROSPECTIVE AND RETROSPECTIVE EFFECTIVENESS TESTS, WHOSE RESULTS MUST BE WITHIN THE PERMITTED RANGES, AS WELL AS HEDGING RECORDS WHERE DERIVATIVE FINANCIAL INSTRUMENTS ARE CLASSIFIED ACCORDING TO THE TYPE OF UNDERLYING ASSET (UPDATED AND MONITORED CONSTANTLY).
 
IN ACCORDANCE WITH IAS 39, DERIVATIVE FINANCIAL INSTRUMENTS ARE RECOGNIZED ON THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION AT FAIR VALUE. THE EFFECTIVE PORTION OF A CASH FLOW HEDGE’S GAIN OR LOSS IS RECOGNIZED IN ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) IN EQUITY, WHILE THE INEFFECTIVE PORTION IS RECOGNIZED IN CURRENT YEAR EARNINGS.
 
3) MANAGEMENT DISCUSSION ON INTERNAL AND EXTERNAL SOURCES OF LIQUIDITY THAT COULD BE USED TO MEET THE REQUIREMENTS RELATED TO DERIVATIVE FINANCIAL INSTRUMENTS
 
THE HEDGING POLICY ESTABLISHES THAT DERIVATIVE FINANCIAL INSTRUMENTS TRANSACTIONS WILL BE APPROVED AND IMPLEMENTED/MONITORED BY DIFFERENT COMMITTEES, ADDITIONALLY
 
 
44

 
 
 
 
MEXICAN STOCK EXCHANGE
     
STOCK EXCHANGE CODE: VOLAR
 
QUARTER: 03 YEAR: 2013
     
CONTROLADORA VUELA COMPAÑÍA
DE AVIACIÓN, S.A.B. DE C.V.
DERIVATIVE FINANCIAL INSTRUMENTS PAGE 3/3
 
 
 
 
 
CONSOLIDATED
     
   
Previous Printing
SETTING MINIMUM LIQUIDITY LEVELS, MAXIMUM NOTIONAL, COVERAGE RANGE, MARKETS, COUNTERPARTIES AND APPROVED INSTRUMENTS. THE FULFILLMENT OF THE HEDGING POLICY, AND ITS PROCEDURES, ARE SUBJECT TO INTERNAL AND EXTERNAL AUDITS. TO AVOID PUTTING THE COMPANY’S BALANCE SHEET AT RISK, THE HEDGING POLICY ESTABLISHES LIQUIDITY THRESHOLDS AND VOLARIS MAY ONLY ENTER INTO NEW DERIVATIVE FINANCIAL INSTRUMENTS POSITIONS WHEN WE HAVE EXCESS CASH AVAILABLE TO SUPPORT THE COSTS OF SUCH COVERAGE. AT THE DATE OF THIS REPORT, THE MANAGEMENT BELIEVES THAT THE RESOURCES AVAILABLE TO THE COMPANY ARE SUFFICIENT TO MEET ITS CURRENT FINANCIAL OBLIGATIONS AND TO ASSURE THE SETTLEMENT OF ITS DERIVATIVE FINANCIAL INSTRUMENTS.
 
4) CHANGES IN EXPOSURE TO THE MAJOR RISKS IDENTIFIED AND THEIR MANAGEMENT, AND KNOWN OR EXPECTED CONTINGENCIES OR EVENTS THAT MAY AFFECT FUTURE REPORTS.
 
THE COMPANY’S ACTIVITIES ARE EXPOSED TO VARIOUS FINANCIAL RISKS, SUCH AS THE FUEL PRICE RISK, FOREIGN CURRENCY RISK AND INTEREST RATE RISK. DURING THE THIRD QUARTER OF 2013 NO SIGNIFICANT CHANGE WAS IDENTIFIED THAT CAN MODIFY THE EXPOSURE TO THE RISKS DESCRIBED ABOVE, SITUATION THAT MAY CHANGE IN THE FUTURE.
 
THE HEDGING POLICY IS CONSERVATIVE REGARDING APPROVED DERIVATIVE FINANCIAL INSTRUMENTS, SINCE IT ONLY ALLOWS PLAIN VANILLA INSTRUMENTS THAT MAINTAIN HIGH CORRELATION WITH THE PRIMARY POSITION HEDGED. ACCORDINGLY, CHANGES IN THE FAIR VALUE OF DERIVATIVE INSTRUMENTS WILL SOLELY BE THE RESULT OF CHANGES IN THE LEVELS OR PRICES OF THE UNDERLYING ASSETS, AND IT WILL NOT MODIFY THE HEDGING OBJECTIVE FOR WHICH THEY WERE INITIALLY CELEBRATED.
 
OUTSTANDING DERIVATIVE FINANCIAL INSTRUMENTS MAY REQUIRE COLLATERAL TO GUARANTEE A PORTION OF THE UNSETTLED LOSS PRIOR TO MATURITY. THE EXECUTION OF DERIVATIVE FINANCIAL INSTRUMENTS IS DISTRIBUTED AMONG ITS DIFFERENT COUNTERPARTIES TO LIMIT OVERALL EXPOSURE TO A SINGLE ONE, PURSUING AN EFFICIENT USE OF THE VARIOUS CSA THRESHOLDS TO MINIMIZE POTENTIAL MARGIN CALLS. AS OF SEPTEMBER 30, 2013, THE COLLATERAL PLEDGED, RELATED TO DERIVATIVE FINANCIAL INSTRUMENTS, WAS PS. 48 MILLION.
 
DURING THE THIRD QUARTER OF 2013, THERE WASN’T ANY DEFAULT ON ANY OF THE COMPANY’S DERIVATIVE FINANCIAL INSTRUMENTS AGREEMENTS.