Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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Form 8-K

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Current Report

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 14, 2015

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(Exact name of registrant as specified in its charter)

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DE	000-50368	26-1631624
(State or other jurisdiction of incorporation)	Commission File Number:	(IRS Employer Identification No.)

145 Hunter Drive, Wilmington, OH 45177

(Address of principal executive offices, including zip code)

(937) 382-5591

(Registrant's telephone number, including area code)

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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:



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 1.01 Entry into a Material Definitive Agreement

On January 14, 2015, Air Transport Services Group, Inc. (“ATSG”), through its subsidiaries, Cargo Aircraft Management, Inc. (“CAM”) and ABX Air, Inc. (“ABX Air”), entered into an Amended and Restated Air Transportation Services Agreement (the “Agreement”) with DHL Network Operations (USA), Inc. (“DHL”), pursuant to which ATSG’s subsidiaries will continue providing aircraft and operating support to DHL’s air cargo network in the United States. The Agreement, which has a term of four (4) years, will become effective on April 1, 2015, in conjunction with the expiration of the current Air Transportation Services Agreement between DHL and ABX Air. The terms of the Agreement provide for:

(i) The amendment of thirteen (13) leases from CAM, as lessor, to DHL, as lessee, for Boeing 767-200 series freighter aircraft, extending the respective terms thereof through March 2019. The respective terms of those leases would otherwise have begun to expire starting in March 2017;

(ii) The lease from CAM, as lessor, to DHL, as lessee, of two (2) Boeing 767-300 series freighter aircraft through March 2019; and

(iii) The continued operation by ABX Air of the thirteen (13) Boeing 767-200 series freighter aircraft and two (2) Boeing 767-300 series freighter aircraft that CAM is or will be leasing to DHL through March 2019.

Additional information concerning the Agreement is described in the press release enclosed herewith as Exhibit 99.1 and which is incorporated herein by reference.

ATSG, through its operating subsidiaries, has been the principal provider of air cargo lift to DHL in its North American network since August 2003. As described above, CAM currently leases to DHL thirteen (13) Boeing 767-200 series freighter aircraft. ABX Air and DHL are currently parties to an Air Transportation Services Agreement, dated March 31, 2010, which Agreement will expire on March 31, 2015, and pursuant to which ABX Air currently operates the thirteen aircraft leased from CAM to DHL as well as several other aircraft on a short-term basis. In addition, some of ATSG’s other subsidiaries also maintain a business relationship with DHL, including the operation by Air Transport International, Inc. of four (4) Boeing 757 freighters, a direct maintenance agreement with Airborne Maintenance and Engineering Services, Inc., and certain fuel and other agreements with LGSTX Services, Inc.

Item 9.01 Financial Statements and Exhibits.



Exhibit No.	Description
99.1	Press release issued by Air Transport Services Group, Inc., dated January 15, 2015.

SIGNATURES

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 thereunto duly authorized.



AIR TRANSPORT SERVICES GROUP, INC.

By:	/S/ W. JOSEPH PAYNE
	W. Joseph Payne
	Sr. Vice President
	Corporate General Counsel & Secretary

Date:	January 15, 2015

ATSG, DHL Extend Agreement Through March 2019

WILMINGTON, Ohio - January 15, 2015 – Air Transport Services Group, Inc. (NASDAQ:ATSG) today announced that it has completed a new agreement that extends its support of DHL’s air cargo network in the United States through at least March 2019. Principal elements of the new agreement include:


▪	Extended dry leases through March 2019 for the 13 Boeing 767 freighters currently leased to DHL for its U.S. air network.


▪	New dry leases of two Boeing 767 freighters through March 2019.


▪	ABX Air’s continued operation of the fifteen Boeing 767 freighters leased to DHL through March 2019.


▪	Continued incentives for superior operating performance.


▪	Attractive terms for DHL to broaden ATSG’s support of its global network operations.

Joe Hete, President and CEO of ATSG, said the agreement marks the next stage in ATSG’s more than 11-year relationship with DHL, under which ATSG provides the aircraft assets and services that support the majority of the air freight that moves through DHL’s U.S. network each day, and provides additional freighter support to DHL elsewhere in the world.

“This new agreement will give DHL continued access to efficient, reliable freighter services in the U.S. market,” Hete said. “With more than half of our 45 Boeing 767 freighters deployed under multi-year dry leases producing attractive cash flow returns, additional business arising from an improving air freight environment, and growth in our maintenance services and other operations, we intend to begin returning capital to our shareholders through our share repurchase program starting in the second quarter of 2015.”

About ATSG

ATSG is a leading provider of aircraft leasing and air cargo transportation and related services to domestic and foreign air carriers and other companies that outsource their air-cargo lift requirements. ATSG, through its leasing and airline subsidiaries, is the world's largest owner and operator of converted Boeing 767 freighter aircraft. Through its principal subsidiaries, including two airlines with separate and distinct U.S. FAA Part 121 Air Carrier certificates, ATSG provides aircraft leasing, air cargo lift, aircraft maintenance services and airport ground services. ATSG's subsidiaries include ABX Air, Inc.; Airborne Global Solutions, Inc.; Air Transport International, Inc.; Cargo Aircraft Management, Inc.; and Airborne Maintenance and Engineering Services, Inc. For more information, please see www.atsginc.com.

Contact:

Quint O. Turner, ATSG Inc. Chief Financial Officer

937-382-5591

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