Current Report Filing (8-k)
December 03 2020 - 9:13AM
Edgar (US Regulatory)
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2020-12-03
2020-12-03
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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): December
3, 2020
DELTA
AIR LINES, INC.
(Exact name
of registrant as specified in its charter)
Delaware
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001-05424
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58-0218548
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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P.O. Box 20706, Atlanta, Georgia 30320-6001
(Address of principal executive offices)
Registrant’s telephone number, including
area code: (404) 715-2600
Registrant’s Website address: www.delta.com
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):
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
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Trading Symbol
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Name of each exchange on which registered
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Common Stock, par value $0.0001 per share
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DAL
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New York Stock Exchange
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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act
of 1934 (17 CFR 240.12b-2).
Emerging
growth company ☐
If an emerging growth company,
indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01
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Regulation FD Disclosure.
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On December 3,
2020, Delta Air Lines, Inc. (“Delta” or “we”) released a memo from Ed Bastian, our Chief Executive Officer,
to all employees of Delta. A copy of that memo is attached.
Exhibit 99.1
includes projections for cash burn, a non-GAAP financial measure which we have defined as net
cash from operating activities and net cash used in investing activities, adjusted for (i) net purchases of short-term investments,
(ii) strategic investments, (iii) net cash flows related to certain airport construction projects, (iv) proceeds from financing
arrangements that are reported within investing activities, (v) CARES Act grant proceeds, and (vi) other charges that are not representative
of our core operations, such as charges associated with our voluntary separation and early retirement programs. We are unable
to reconcile this forward-looking non-GAAP financial measure because the adjusting items noted in the definition above will not
be known until the end of the period and could be significant.
In accordance
with general instruction B.2 of Form 8−K, the information in this report (including the exhibit) shall not be deemed to be
“filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to
liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933,
as amended, except as expressly set forth in such filing. This report will not be deemed an admission as to the materiality of
any information in the report that is required to be disclosed solely by Regulation FD.
Statements
in this Form 8-K and Exhibit 99.1 that are not historical facts, including statements regarding our estimates, expectations, beliefs,
intentions, projections or strategies for the future, may be "forward-looking statements" as defined in the Private Securities
Litigation Reform Act of 1995. All forward-looking statements involve a number of risks and uncertainties that could cause actual
results to differ materially from the estimates, expectations, beliefs, intentions, projections and strategies reflected in or
suggested by the forward-looking statements. These risks and uncertainties include, but are not limited to, the material
adverse effect that the COVID-19 pandemic is having on our business; the impact of incurring significant debt in response to the
pandemic; the possible effects of accidents involving our aircraft; breaches or security lapses in our information technology systems;
disruptions in our information technology infrastructure; our dependence on technology in our operations; the performance of our
significant investments in and commercial relationships with, airlines in other parts of the world; failure to comply with the
financial and other covenants in our financing agreements; labor issues; the effects of weather, natural disasters and seasonality
on our business; the effects of an extended disruption in services provided by third parties; the cost of aircraft fuel; the availability
of aircraft fuel; failure or inability of insurance to cover a significant liability at Monroe’s Trainer refinery; the impact
of environmental regulation on the Trainer refinery, including costs related to renewable fuel standard regulations; our ability
to retain senior management and key employees; damage to our reputation and brand if we are exposed to significant adverse publicity;
the effects of terrorist attacks or geopolitical conflict; competitive conditions in the airline industry; interruptions or disruptions
in service at major airports at which we operate; the effects of extensive government regulation on our business; the impact of
environmental regulation on our business; the sensitivity of the airline industry to prolonged periods of stagnant or weak economic
conditions; and uncertainty in economic conditions and regulatory environment in the United Kingdom related to the exit of the
United Kingdom from the European Union.
Additional
information concerning risks and uncertainties that could cause differences between actual results and forward-looking statements
is contained in our Securities and Exchange Commission filings, including our Annual Report on Form 10-K for the fiscal year ended
December 31, 2019 and our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2020. Caution should
be taken not to place undue reliance on our forward-looking statements, which represent our views only as of December 3, 2020,
and which we have no current intention to update except to the extent required by law.
Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
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 hereunto duly authorized.
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DELTA AIR LINES, INC.
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By: /s/ Garrett L. Chase
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Date: December 3, 2020
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Garrett L. Chase
Senior Vice President – Business Development and Financial
Planning and Interim Co-Chief Financial Officer
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