Current Report Filing (8-k)
September 17 2020 - 8:39AM
Edgar (US Regulatory)
0000027904
false
0000027904
2020-09-17
2020-09-17
0000027904
2020-04-22
2020-04-22
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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):
September 17, 2020
DELTA AIR LINES, INC.
(Exact name
of registrant as specified in its charter)
Delaware
|
|
001-05424
|
|
58-0218548
|
(State or other jurisdiction
of incorporation)
|
|
(Commission
File Number)
|
|
(IRS Employer
Identification No.)
|
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 Web site 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):
☐
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
☐
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
☐
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
☐
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
|
Trading Symbol
|
Name of each exchange on which registered
|
Common Stock, par value $0.0001 per share
|
DAL
|
New York Stock Exchange
|
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. ☐
On
September 17, 2020, Delta Air Lines, Inc. (“Delta”) issued a press release announcing the upsize and pricing
of the previously announced private offering by Delta and SkyMiles IP Ltd., a newly formed exempted company
incorporated with limited liability under the laws of the Cayman Islands and an indirect wholly-owned subsidiary of Delta
(“SMIP”). An aggregate of $2.5 billion in principal amount of 4.500%
senior secured notes due 2025 and an aggregate of $3.5 billion in principal amount of 4.750% senior secured notes due 2028
(collectively, the “Notes”) are expected to be issued on September 23, 2020, subject to customary closing
conditions. Concurrently with the issuance of the Notes, Delta and SMIP plan to enter into a credit agreement providing for a
term loan facility (the “New Credit Facility”) for an aggregate of $3.0 billion, also subject to customary
closing conditions. The closing of the offering of the Notes is not contingent upon the closing of the New Credit Facility. The
Notes and the New Credit Facility will be guaranteed by certain of Delta’s subsidiaries. The press release is attached
as Exhibit 99.1 to this Form 8-K.
Forward-Looking
Statements
Statements in this
Form 8-K or any exhibit hereto 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. There can be no assurance that the offering of the Notes or entry
into the New Credit Facility will be completed. Risks and uncertainties that could cause differences between actual results and
forward-looking statements 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 June 30, 2020. Caution
should be taken not to place undue reliance on our forward-looking statements, which represent our views only as of September 17,
2020, and which we have no current intention to update except to the extent required by law.
|
Item 9.01
|
Financial Statements and Exhibits.
|
(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.
|
DELTA AIR LINES, INC.
|
|
|
|
By: /s/ Paul A. Jacobson
|
Date: September 17, 2020
|
Paul A. Jacobson,
Executive Vice President and Chief Financial Officer
|
Delta Air Lines (NYSE:DAL)
Historical Stock Chart
From Aug 2024 to Sep 2024
Delta Air Lines (NYSE:DAL)
Historical Stock Chart
From Sep 2023 to Sep 2024