Current Report Filing (8-k)

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): June 10, 2014

JETBLUE AIRWAYS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

(State of Other Jurisdiction of Incorporation)




000-49728 (Commission File Number)		87-0617894 (I.R.S. Employer Identification No.)

27-01 Queens Plaza North, Long Island City, New York (Address of principal executive offices)		11101 (Zip Code)

(718) 286-7900

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):



o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events

On June 9, 2014, the Company entered into a distribution agreement pursuant to which LiveTV, LLC (“LiveTV”) transferred all of its membership interests in LiveTV Satellite Communications, LLC (the “Satellite Interests”) to the Company.

On June 10, 2014 (the “Closing Date”), JetBlue Airways Corporation (the “Company”) amended and restated that Purchase Agreement (the “Original Agreement”), dated as of March 13, 2014, between the Company and Thales Holding Corporation (“Thales”), as assignee of Thales Avionics, Inc. (the amended and restated agreement, the “Amended Purchase Agreement”).

The Amended Purchase Agreement amends both the purchase price of and the conditions precedent to the sale of 100% of the Company’s membership interests in LiveTV (the “LiveTV Interests”) set forth in the Original Agreement. Pursuant to the Amended Purchase Agreement, the Company agreed to sell the LiveTV Interests for $399 million in cash, subject to adjustment based upon the amount of cash, indebtedness and working capital of LiveTV at the Closing Date relative to a target amount. Pursuant to the Amended Purchase Agreement, the Company also agreed to sell the Satellite Interests for $1 million in cash subject to the conditions precedent set forth in the Amended Purchase Agreement, including receipt of the necessary regulatory approval.

On the Closing Date, the Company completed its sale of the LiveTV Interests (the “Transaction”). As a result of the Transaction, LiveTV became a wholly-owned subsidiary of Thales. LiveTV will continue to provide in-seat entertainment services on the Company’s commercial passenger aircrafts and a Ka-band wireless broadband connectivity system and related services for commercial air passenger use pursuant to an Amended and Restated In-flight Entertainment System Agreement and a Ka-band Wireless Broadband Connectivity System and Service Agreement, both between the Company and LiveTV.

The Company is filing herewith a press release issued on June 10, 2014 as Exhibit 99.1. This press release was issued to announce the completion of the acquisition of LiveTV by Thales, pursuant to the Amended Purchase Agreement. The Original Agreement was filed as Exhibit 2.1 to the Quarterly Report on Form 10-Q, filed by the Company with the Securities Exchange Commission on May 2, 2014, and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits



Exhibit Number		Description
99.1		Press Release

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



	JETBLUE AIRWAYS CORPORATION (Registrant)
Date: June 10, 2014	By:	/s/ DONALD DANIELS DONALD DANIELS Vice President, Controller, and Chief Accounting Officer (Principal Accounting Officer)

EXHIBIT INDEX



Exhibit Number		Exhibit
99.1		Press Release

[JetBlue logo]

Press Release

JetBlue Completes Sale of LiveTV Subsidiary to Thales Group

LiveTV Revolutionized the Inflight Entertainment Space, and Now Pursues Aggressive Growth Strategy

NEW YORK (June 10, 2014) - JetBlue Airways (NASDAQ: JBLU) announced today it has completed its sale of its wholly-owned subsidiary LiveTV to Thales Group for $399 million in cash. The sale will allow LiveTV to continue the innovation that has set it apart as the leader in inflight entertainment (IFE) and onboard connectivity under Thales ownership. JetBlue will maintain its relationship with LiveTV to continue providing customers with differentiated, industry-leading inflight entertainment and connectivity products.

LiveTV is the leading provider of live IFE and connectivity systems for commercial airlines. In 2013, LiveTV and its partner ViaSat introduced Ka-band satellite-driven onboard connectivity, a game-changing technological advancement.

"LiveTV teammembers have contributed immensely to JetBlue’s award-winning success over the past 14 years and the team will continue to be an important partner for JetBlue," said Robin Hayes, President, JetBlue Airways. "Under the leadership of Thales Group, we look forward to LiveTV continuing to deliver the innovative onboard connectivity and entertainment experience that our customers have come to expect.”

“Our evolving product and service portfolio will enable airlines, on any fleet-size, aircraft type or route structure, to offer their passengers a highly robust connected experience before, during and after flight,” said Thales CEO USA Alan Pellegrini, “The capabilities we now have strengthen our foundation as both a leading In Flight Entertainment and Connectivity systems manufacturer and connectivity service provider.”

Barclays and Morgan Stanley acted as financial advisors to JetBlue on the transaction, and Shearman & Sterling served as legal counsel.

About JetBlue Airways

JetBlue is New York's Hometown™ Airline and a leading carrier in Boston, Fort Lauderdale-Hollywood, Los Angeles (Long Beach), New York, Orlando and San Juan. JetBlue carries more than 30 million customers a year to 85 cities in the U.S., Caribbean and Latin America with an average of 825 daily flights. New service to Hyannis, Mass. begins this summer. With JetBlue, all seats are assigned, all fares are one-way, an overnight stay is never required and the first checked bag is free (subject to weight and size limits and exceptions for itineraries including flights marketed or operated by other airlines). For more information please visit JetBlue.com.

About Thales Group

Thales is a global technology leader in the Aerospace, Transportation and Defence & Security markets. In 2013, the company generated revenues of EUR14.2 billion with 65,000 employees in 56 countries. With its 25,000 engineers and researchers, Thales has a unique capability to design, develop and deploy equipment, systems and services that meet the most complex security requirements. Thales has an exceptional international footprint, with operations around the world working with customers and local partners.

MEDIA CONTACTS

JetBlue Corporate Communications

Tel: +1 718 709 3089

corpcomm@jetblue.com

Thales

Europe

Giaime Porcu

+33 (0)1 57 77 9218

giaime.porcu@thalesgroup.com

United States

Lori Montalbano - Krans

+1 949-923-0976