HONOLULU – Hawaiian Airlines, Inc. (the “Company”), a wholly owned subsidiary of Hawaiian Holdings, Inc. (“Holdings”) (Nasdaq: HA), announced today the expiration as of 11:59 p.m., New York City time, on November 1, 2021, of its previously announced offers to purchase for cash (collectively, the “Tender Offers” and each, a “Tender Offer”) any and all of its 7.375% Series 2020-1A Pass Through Certificates due 2027 (the “Class A Certificates”) and 11.250% Series 2020-1B Pass Through Certificates due 2025 (the “Class B Certificates” and, together with the Class A Certificates, the “Certificates”) as set forth in the Company’s Offer to Purchase, dated September 23, 2021 (as amended, supplemented or otherwise modified as of this date, the “Offer to Purchase”). 

The Tender Offers were made pursuant to and are subject to, and conditioned upon, the satisfaction or waiver of certain conditions described in the Offer to Purchase.

According to information received from Global Bondholder Services Corporation, the Tender and Information Agent for the Tender Offers, as of 11:59 p.m., New York City time, on November 1, 2021 (such date and time, the "Expiration Date"), the Company had received, and informed Global Bondholder Services Corporation it had accepted for purchase, valid tenders from holders of the Certificates as outlined in the table below.

(1)     No representation is made as to the correctness or accuracy of the CUSIP numbers listed above and in the Offer to Purchase (as defined herein) or printed on the Certificates. They are provided solely for the convenience of Holders of the Certificates.

(2)     As of the Expiration Date. Reflects principal repayments or distributions, as the case may be, made prior to the Expiration Date on each class of Certificates but does not reflect any scheduled principal repayments or distributions after the Expiration Date.   Payment with respect to Certificates accepted for purchase pursuant to an offer will be made only on outstanding pool balances or principal amounts (as applicable) of the Certificates as of the Expiration Date.

(3)     As of the Expiration Date. The “Amortization Factor” sets forth, with respect to the Certificates, the percentage of the originally issued face amount which remains outstanding as of the Expiration Date.  The relevant Amortization Factor would change in the event of any principal repayment or principal distribution on any class of Certificates after the Expiration Date.

As of the Expiration Date, the percentages of the aggregate pool balance of each class of Certificates as referenced in the chart above and 70.37% of the aggregate outstanding pool balance of the Certificates, on a combined basis, had been tendered and not validly withdrawn, and have been accepted for purchase in accordance with the terms of the Offer to Purchase.  Settlement is expected to occur on November 4, 2021.

Citigroup Global Markets Inc. is the Dealer Manager in the Tender Offers. Global Bondholder Services Corporation has been retained to serve as the Tender and Information Agent for the Tender Offers. Persons with questions regarding the Tender Offers should contact Citigroup at (800) 558-3745 (toll-free) or (212) 723-6106 (collect). Requests for copies of the Offer to Purchase and other related materials should be directed to Global Bondholder Services Corporation at (banks or brokers) (212) 430-3774 or (toll free) (866) 807-2200 or by email to contact@gbsc-usa.com.

None of the Company, the Dealer Manager, the Tender and Information Agent, the Trustee (as defined in the Offer to Purchase), the Subordination Agent (as defined in the Offer to Purchase), nor any of their respective directors, officers, employees or affiliates makes any recommendation as to whether holders should tender their Certificates pursuant to the applicable Tender Offer, and no one has been authorized by any of them to make such a recommendation. Holders must make their own decisions as to whether to tender their Certificates, and, if so, the pool balance of Certificates as to which action is to be taken. 

This press release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. Neither this press release nor the Offer to Purchase is an offer to sell or a solicitation of an offer to buy any securities. The Tender Offers are being made only pursuant to the Offer to Purchase and only in such jurisdictions as is permitted under applicable law. In any jurisdiction in which the Tender Offers are required to be made by a licensed broker or dealer, the Tender Offers will be deemed to be made on behalf of the Company by the Dealer Manager, or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.

About Hawaiian Airlines

Hawaiian® has led all U.S. carriers in on-time performance for each of the past 17 years (2004-2020) as reported by the U.S. Department of Transportation. Consumer surveys by Condé Nast Traveler, Travel + Leisure and TripAdvisor have placed Hawaiian among the top of all domestic airlines serving Hawai‘i.

Now in its 92nd year of continuous service, Hawaiian is Hawai‘i's biggest and longest-serving airline. Hawaiian offers approximately 130 flights within the Hawaiian Islands, daily nonstop flights between Hawai‘i and 16 U.S. gateway cities – more than any other airline – as well as service connecting Honolulu and American Samoa, Japan, South Korea, Sydney and Tahiti. As a result of the COVID-19 pandemic, Hawaiian’s Auckland and Brisbane flights remain suspended.

The airline is committed to connecting people with aloha by offering complimentary meals for all guests on transpacific routes and the convenience of no change fees on Main Cabin and Premium Cabin seats. HawaiianMiles members also enjoy flexibility with miles that never expire.

Hawaiian Airlines, Inc. is a subsidiary of Hawaiian Holdings, Inc. (NASDAQ: HA). Additional information is available at HawaiianAirlines.com. Follow Hawaiian’s Twitter updates (@HawaiianAir), become a fan on Facebook (Hawaiian Airlines), and follow us on Instagram (hawaiianairlines). For career postings and updates, follow Hawaiian’s LinkedIn page.

For media inquiries, please visit Hawaiian Airlines’ online newsroom.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the federal securities laws. Words such as “expects,” “anticipates,” “projects,” “intends,” “plans,” “believes,” “estimates,” variations of such words, and similar expressions are also intended to identify such forward-looking statements. These forward-looking statements are and will be subject to many risks, uncertainties and assumptions relating to the Company’s operations and business environment, all of which may cause the Company’s actual results to be materially different from any future results, expressed or implied, in these forward-looking statements. These risks and uncertainties include, without limitation, the Company’s strategy; the continuing and developing effects of the spread of COVID-19 on the Company's business operations and financial condition; the availability of future sources of capital, which could change as a result of market conditions or for other reasons, interest rates and corporate considerations; the Company's ability to generate sufficient cash and manage its available cash; and changes in the Company's future capital needs.

The risks, uncertainties and assumptions referred to above that could cause the Company’s results to differ materially from the results expressed or implied by such forward-looking statements also include the risks, uncertainties and assumptions discussed from time to time in Holdings’ other public filings and public announcements, including the Holdings’ Annual Report on Form 10-K and Holdings’ Quarterly Reports on Form 10-Q, as well as other documents that may be filed by Holdings from time to time with the Securities and Exchange Commission. All forward-looking statements included in this document are based on information available to Holdings and the Company on the date hereof. Neither Holdings nor the Company undertakes to publicly update or revise any forward-looking statements to reflect events, circumstances or new information that may arise after the date hereof even if experience or future changes make it clear that any projected results expressed or implied herein will not be realized.

HONOLULU – Hawaiian Airlines today appointed Alanna James as its managing director of sustainability initiatives. In this new role, James will lead Environmental, Social and Governance (ESG) programs across Hawai‘i’s largest and longest-serving airline, overseeing its goal to achieve net-zero carbon emissions by 2050, advancement of diversity and inclusion efforts, and other sustainability initiatives.

“Alanna’s broad understanding of our operations and her strategic approach will allow us to accelerate our growing portfolio of ESG projects to continue making us a more sustainable airline,” said Avi Mannis, senior vice president for marketing at Hawaiian Airlines.

James has been Hawaiian’s managing director of investor relations since mid-2019. Since joining the airline in 2011, she has held positions in strategy and transformation, financial planning and analysis, and previously oversaw the carrier’s former ‘Ohana by Hawaiian turboprop operation. Prior to Hawaiian, she worked in strategy and business development at TACA Airlines in El Salvador. James holds a bachelor’s degree in economics from Dartmouth College, and a master’s degree in business administration from IESE Business School in Barcelona, Spain.

Alanna James, managing director of sustainability initiatives

“I’m honored and look forward to advancing the exciting and impactful ESG work of our team as we expand our business with a focus on efficiency and sustainability,” James said. 

Hawaiian has been aggressively strengthening its sustainability efforts, as noted in the company’s 2021 Corporate Kuleana report. Addressing climate change remains one of Hawaiian’s key ESG priorities. The airline has committed to achieving net-zero carbon emissions by 2050 through ongoing fleet investments, more efficient flying, carbon offsets, and industry advocacy for air traffic control reform and sustainable aviation fuel development and proliferation. Starting this year, Hawaiian has pledged to offset emissions from international flights above 2019 levels, in accordance with the International Civil Aviation Organization’s Carbon Offsetting and Reduction Scheme for International Aviation (CORSIA).

Ashlee Kishimoto, managing director of investor relations

Hawaiian also announced the appointment of Ashlee Kishimoto, Hawaiian’s managing director of human resources operations since 2018, to managing director of investor relations, effective today. Kishimoto, who previously headed the investor relations department between 2013 and 2017, will be responsible for managing Hawaiian’s communication with investors and other financial stakeholders.

“Ashlee’s strong financial reporting background will provide investors a clear view of our financial outlook as we navigate our emergence from the COVID-19 pandemic,” said Shannon Okinaka, chief financial officer at Hawaiian Airlines.

In addition to her investor relations experience, Kishimoto was director of SEC reporting and SOX compliance, and managing director of corporate audit. She earned a bachelor’s degree in accounting from the University of San Francisco.

About Hawaiian Airlines

Hawaiian® has led all U.S. carriers in on-time performance for each of the past 17 years (2004-2020) as reported by the U.S. Department of Transportation and was named No. 1 U.S. airline by Condé Nast Traveler’s 2021 Readers Choice Awards. Consumer surveys by Travel + Leisure and TripAdvisor have placed Hawaiian among the top of all domestic airlines serving Hawaiʻi.

Now in its 92nd year of continuous service, Hawaiian is Hawaiʻi's biggest and longest-serving airline. Hawaiian offers approximately 130 flights within the Hawaiian Islands, daily nonstop flights between Hawaiʻi and 16 U.S. gateway cities – more than any other airline – as well as service connecting Honolulu and American Samoa, Japan, South Korea, Sydney, and Tahiti. As a result of the COVID-19 pandemic, Hawaiian’s Auckland and Brisbane flights remain suspended.

The airline is committed to connecting people with aloha by offering complimentary meals for all guests on transpacific routes and the convenience of no change fees on Main Cabin and Premium Cabin seats. HawaiianMiles members also enjoy flexibility with miles that never expire.

Hawaiian Airlines, Inc. is a subsidiary of Hawaiian Holdings, Inc. (NASDAQ: HA). Additional information is available at HawaiianAirlines.com. Follow Hawaiian’s Twitter updates (@HawaiianAir), become a fan on Facebook  (Hawaiian Airlines), and follow us on Instagram (hawaiianairlines). For career postings and updates, follow Hawaiian’s LinkedIn page.

For media inquiries, please visit Hawaiian Airlines’ online newsroom.

HONOLULU – Hawaiian Airlines, Hawaiʻi’s largest and longest-serving airline, is offering holiday travelers more options to reconnect with family or take a Hawaiʻi vacation with additional nonstop flights between the islands and the U.S. West Coast.

To meet anticipated holiday demand, the carrier is expanding once-daily service between Honolulu (HNL) and Seattle (SEA) and San Francisco (SFO), as well as between Kahului, Maui (OGG) and Los Angeles (LAX), with the following additional flights:

“We are looking forward to welcoming our guests with our warm hospitality as they spend this holiday season safely enjoying the islands or visiting with friends and loved ones on the mainland,” said Brent Overbeek, senior vice president of network planning and revenue management at Hawaiian Airlines.

Guests traveling between HNL and SEA will enjoy the roominess and comfort of Hawaiian’s wide-body Airbus A330 aircraft, which features 18 lie-flat leather seats in First Class, arranged in a 2-2-2 configuration tailored for couples, families and honeymooners while offering great functionality to business travelers. Hawaiian also offers 68 of its popular Extra Comfort premium seats with more legroom and enhanced amenities, in addition to 192 Main Cabin seats. The carrier will use its quiet and fuel-efficient narrow-body Airbus A321neo to operate the additional flights between LAX and OGG and HNL and SFO. The aircraft features 16 luxurious leather recliners in First Class, 44 Extra Comfort premium seats and 129 Main Cabin seats. All guests will enjoy Hawaiian’s award-winning hospitality, including island-inspired meals prepared by Hawai‘i’s leading chefs.

All guests traveling to the Hawaiian Islands must comply with the state of Hawaiʻi’s Safe Travels program requirements. For complete flight schedules and to purchase tickets, visit www.HawaiianAirlines.com.

About Hawaiian Airlines

Hawaiian® has led all U.S. carriers in on-time performance for each of the past 17 years (2004-2020) as reported by the U.S. Department of Transportation and was named No. 1 U.S. airline by Condé Nast Traveler’s 2021 Readers Choice Awards. Consumer surveys by Travel + Leisure and TripAdvisor have placed Hawaiian among the top of all domestic airlines serving Hawaiʻi.

Now in its 92nd year of continuous service, Hawaiian is Hawaiʻi's biggest and longest-serving airline. Hawaiian offers approximately 130 flights within the Hawaiian Islands, daily nonstop flights between Hawaiʻi and 16 U.S. gateway cities – more than any other airline – as well as service connecting Honolulu and American Samoa, Japan, South Korea, Sydney, and Tahiti. As a result of the COVID-19 pandemic, Hawaiian’s Auckland and Brisbane flights remain suspended.

The airline is committed to connecting people with aloha by offering complimentary meals for all guests on transpacific routes and the convenience of no change fees on Main Cabin and Premium Cabin seats. HawaiianMiles members also enjoy flexibility with miles that never expire.

Hawaiian Airlines, Inc. is a subsidiary of Hawaiian Holdings, Inc. (NASDAQ: HA). Additional information is available at HawaiianAirlines.com. Follow Hawaiian’s Twitter updates (@HawaiianAir), become a fan on Facebook  (Hawaiian Airlines), and follow us on Instagram (hawaiianairlines). For career postings and updates, follow Hawaiian’s LinkedIn page.

For media inquiries, please visit Hawaiian Airlines’ online newsroom.

Table 4.

Hawaiian Holdings, Inc.

Non-GAAP Financial Reconciliation (unaudited)

The Company evaluates its financial performance utilizing various GAAP and non-GAAP financial measures, including adjusted net income (loss), adjusted operating expenses, adjusted diluted net income per share (EPS), adjusted EBITDA, CASM, PRASM, RASM, Passenger Revenue per RPM, EBITDA, and pre-tax margin.  Pursuant to Regulation G, the Company has included reconciliations of reported non-GAAP financial measures to the most comparable financial measures reported on a GAAP basis.  The adjustments are described below:

• During the three and nine months ended September 30, 2020, the effective tax rate included a tax benefit of $6.1 million and $29.5 million, respectively, resulting from the rate differential between the prevailing tax rate of 21% during the years that generated net operating losses and the previous tax rate of 35% that was in effect during the years to which net operating losses were carried back as a result of the enactment of the Coronavirus Aid Relief and Economic Security (CARES) Act.

• During the three and nine months ended September 30, 2020, the Company recognized $129.1 million and $240.6 million in contra-expense related to grant proceeds under the federal payroll support programs (Payroll Support Programs).  During the three and nine months ended September 30, 2021, the Company recognized $78.3 million and $320.6 million, respectively in contra-expense related to grant proceeds under the Payroll Support Programs. The grant proceeds were recognized in proportion to estimated wages and benefits expense over the period to which the Payroll Support Programs relate.

• Loss on extinguishment of debt is excluded to allow investors to better analyze our core operational performance and more readily compare our results to other airlines in the periods presented below.

• Changes in fair value of fuel derivative contracts, net of tax, are based on market prices for open contracts as of the end of the reporting period, and include the unrealized amounts of fuel derivatives (not designated as hedges) that will settle in future periods and the reversal of prior period unrealized amounts.

• Unrealized loss (gain) on foreign debt is based on fluctuation in exchange rates and the measurement of foreign-denominated debt to our functional currency.

• Changes in fair value of foreign currency derivative contracts, net of tax, are based on market prices for open contracts as of the end of the reporting period, including the unrealized amounts of foreign currency derivatives (not designated as hedges) that will settle in future periods and the reversal of prior period unrealized amounts.

• The Company recorded the following as special items:

• During the three months ended March 31, 2020, a charge of $20.2 million was recorded for the ratification of a collective bargaining agreement with the Association of Flight Attendants in April 2020 (related to service prior to January 1, 2020).

• During the three months ended March 31, 2020, a special charge of $106.7 million was recorded for goodwill impairment resulting from the decline in the market value of the Company's equity (i.e., share price), and the Company's inability to support the carrying value of goodwill on its financial statements.

• During the three months ended June 30, 2020, the Company recorded special items of $34.0 million comprised of the following: (a) an impairment charge of $27.5 million to fair value the Company's ATR-42 and ATR-72 fleets, (b) an impairment charge of $3.4 million to fair value the Company's commercial real estate assets, and (c) an approximately $3.1 million write-off for discontinued software-related projects as a result of the COVID-19 pandemic.

• During the three and nine months ended September 30, 2020, the Company recorded $24.5 million in special items related to its voluntary and involuntary separation programs, of which $17.5 million was recorded as an operating special item related to severance and benefits and $7.0 million was recorded as a non-operating special item related to termination benefits and curtailment loss.

• During the three months ended June 30, 2021, a special charge of $9.0 million was recorded for the termination of the Company’s ‘Ohana by Hawaiian passenger and cargo operations, which operated under a Capacity Purchase Agreement (CPA) with a third party carrier.  The charge included $6.4 million related to the write-down of the asset group and $2.6 million related to the early termination of the CPA.

The Company believes that adjusting for the impact of an effective tax rate differential, the recognition of grant proceeds, changes in fair value of fuel and foreign currency derivative contracts, fluctuations in exchange rates on debt instruments denominated in foreign currency, special items and the loss recognized on the extinguishment of debt helps investors better analyze the Company's operational performance and compare its results to other airlines in the periods presented.

Operating Costs per Available Seat Mile (CASM)

The Company has separately listed in the table below its fuel costs per ASM and non-GAAP unit costs, excluding fuel and non-recurring items.  These amounts are included in CASM, but for internal purposes the Company consistently uses cost metrics that exclude fuel and non-recurring items (if applicable) to measure and monitor its costs.

Operating Expenses Excluding Fuel and Non-recurring Items Outlook

The Company excludes fuel and non-recurring items from its operating expense outlook for the same reasons as described above.

Adjusted EBITDA

The Company believes that adjusting earnings for interest, taxes, depreciation and amortization, non-recurring operating expenses (such as changes in unrealized gains and losses on financial instruments) and one-time charges helps investors better analyze the Company's financial performance by allowing for company-to-company and period-over-period comparisons that are unaffected by company-specific or one-time occurrences.