-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BwqeapwxpqpE0UYVVC+lxcBMFgGk40RQn17zzkOfTW9InCNhr0AYSVPv3l6UPCak lMgbq0GPgpmiXxeMaG88vA== 0000950144-01-003476.txt : 20010314 0000950144-01-003476.hdr.sgml : 20010314 ACCESSION NUMBER: 0000950144-01-003476 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010313 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010313 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DELTA AIR LINES INC /DE/ CENTRAL INDEX KEY: 0000027904 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 580218548 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-05424 FILM NUMBER: 1566887 BUSINESS ADDRESS: STREET 1: HARTSFIELD ATLANTA INTL AIRPORT STREET 2: 1030 DELTA BLVD CITY: ATLANTA STATE: GA ZIP: 30320-6001 BUSINESS PHONE: 4047152600 MAIL ADDRESS: STREET 1: 1030 DELTA BLVD STREET 2: DEPT 971 CITY: ATLANTA STATE: GA ZIP: 30320-6001 FORMER COMPANY: FORMER CONFORMED NAME: DELTA AIR CORP DATE OF NAME CHANGE: 19660908 8-K 1 g67586e8-k.txt DELTA AIR LINES, INC. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2001 DELTA AIR LINES, INC. ------------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-5424 58-0218548 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) Hartsfield Atlanta International Airport, Atlanta, Georgia 30320 ---------------------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (404) 715-2600 -------------- Not Applicable -------------- (Former name or former address, if changed since last report) 2 Item 7. Financial Statements and Exhibits. (c) Exhibits Exhibit No. Description 99.1 Letter dated March 13, 2001, including Attachment A Item 9. Regulation FD Disclosure. Delta Air Lines, Inc. (Delta) will be providing to certain investors and analysts a letter dated March 13, 2001, which contains information about Delta's expected financial performance for the quarter ending March 31, 2001, and the status of pilot collective bargaining negotiations at Delta and Comair, Inc. The letter is included in this Report on Form 8-K as Exhibit 99.1. 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. DELTA AIR LINES, INC. By: /s/ Edward H. Bastian ---------------------------------------------- Edward H. Bastian Senior Vice President - Finance and Controller Dated: March 13, 2001 EX-99.1 2 g67586ex99-1.txt LETTER DATED MARCH 13, 2001 1 EXHIBIT 99.1 March 13, 2001 Dear Investors and Analysts, This update briefly discusses Delta Air Lines, Inc.'s (Delta) expected financial performance for the March 2001 quarter and the status of pilot collective bargaining negotiations at Delta and Comair, Inc. (Comair). Due to a reduced flight schedule, a weakening economy and signs of customer avoidance related to a possible pilot strike, Delta expects its operating revenue to be negatively impacted by approximately $300 to $350 million in the March 2001 quarter. Based on these factors, Delta expects to report a net loss of $85 to $110 million in the March 2001 quarter and estimates that its fully diluted loss per share will be in the range of $(0.70) to $(0.90) per share. As a result of reduced overtime (or additional) flying by some Delta pilots, Delta proactively reduced its flight schedule by 2.7% for the March 2001 quarter from the previously planned level. The revenue impact from the reduced schedule is estimated to be $100 million. In addition, the current economic downturn has resulted in weaker business traffic, exacerbated by customer concern over a possible strike by Delta pilots. Delta expects these circumstances to result in a revenue shortfall of $200 to $250 million for the March 2001 quarter. Attachment A provides updated guidance for certain financial and operational statistics for the March 2001 quarter. Additionally, Delta expects its June 2001 quarterly results to be negatively impacted by continued economic weakness, customer avoidance due to a possible strike by Delta pilots and flight schedule reductions, potentially lowering revenues by an estimated $200 to $250 million for that period. On February 28, 2001, Delta and the Air Line Pilots Association, International (ALPA) jointly requested a proffer of arbitration from the National Mediation Board (NMB). ALPA represents Delta's approximately 9,800 pilots. In November 2000, Delta and ALPA agreed to make the request if a tentative agreement for a new collective bargaining agreement was not reached by February 28. As of March 13, 2001, the NMB has not acted upon this request and is under no obligation to honor the request. If the NMB proffers arbitration and at least one of the parties declines the proffer, the two parties will enter into a 30-day cooling off period. Negotiations typically continue during this period. At the end of the 30-day cooling period, the parties may engage in self help, unless a Presidential Emergency Board (PEB) is appointed. The appointment of a PEB maintains the "status quo" for an additional 60 days. Comair is also in negotiations with ALPA, which represents Comair's approximately 1,400 pilots, on a new collective bargaining agreement. On February 25, 2001, the NMB released the parties from negotiations by making a proffer of arbitration. ALPA rejected that arbitration offer, which started a 30-day cooling off period that will end at 12:01am on March 26, 2001. During the cooling off period, ALPA will present Comair's contract offer to the Comair pilots for a ratification vote. The results of this vote are expected to be announced on or before March 19, 2001. If the pilots do not ratify Comair's contract offer, and if no agreement is reached before the end of the cooling off period, the parties may then engage in self help, unless a PEB is appointed. 2 Statements in this letter which are not purely historical facts, including statements about our expectations, beliefs, intentions, or strategies for the future, may be "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from historical experience or present expectations. Factors that could cause these differences include, but are not limited to: - general economic conditions; - competitive factors in our industry, including mergers and acquisitions; - outcomes of negotiations on collective bargaining agreements; - changes in aircraft fuel prices; - disruptions to operations due to adverse weather conditions, air-traffic control-related constraints and labor issues; - fluctuations in foreign currency exchange rates; - governmental actions; - the willingness of customers to travel generally and with us specifically; and - the outcome of our litigation. Caution should be taken not to place undue reliance on our forward-looking statements, which are current only as of the date of this letter. More detailed information about these risks and uncertainties can be read in Delta's past and future Forms 10-K and 10-Q and certain Forms 8-K filed with the Securities and Exchange Commission. Sincerely, Joe Kolshak Director - Investor Relations 3 Attachment A CONSOLIDATED (INCLUDING ASA HOLDINGS, INC. AND COMAIR HOLDINGS, INC.) (*)
Projected Three Months Ending March 31, Year-over-Year 2001 (estimate) 2000 Percentage Change -------------------------------------------------------------- Operating Cost Per Available Seat Mile 10.50(cent) 9.58(cent) 9.6% Operating Cost Per Available Seat Mile - Excluding Fuel 9.10(cent) 8.42(cent) 8.1% Fuel Price Per Gallon (excluding fuel taxes) 74.75(cent) 61.71(cent) 21.1% Fuel Gallons Consumed (000's) 702,000 702,582 -0.1% Available Seat Miles (000's) System 37,905,000 37,223,826 1.8% North America 29,402,000 29,867,725 -1.6% International 8,455,000 7,329,804 15.4% Atlantic 5,663,000 5,213,639 8.6% Latin 1,818,000 1,120,155 62.3% Pacific 974,000 996,010 -2.2%
(*) Excludes the fair value adjustments related to SFAS 133.
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