- Statement of Ownership (SC 13G)
February 18 2010 - 6:02AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
ExpressJet Holdings, Inc.
(Name of issuer)
Common Stock, par value $0.01 per share
(Title of class of securities)
30218U306
(CUSIP number)
February 17, 2010
(Date of event which requires filing of this statement)
Check the appropriate box to designate the rule pursuant to which this schedule is filed:
¨
Rule 13d-1(b)
x
Rule 13d-1(c)
¨
Rule 13d-1(d)
*
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The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for
any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
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The
information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act.
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1)
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Names of reporting persons:
I.R.S. Identification Nos. of Above Persons (entities only):
United Air Lines, Inc.
36-2675206
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2)
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Check the appropriate box if a
member of a group (see instructions)
(a) N/A (b) N/A
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3)
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SEC use only
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4)
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Citizenship of place of
organization:
Delaware
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Number of
shares
beneficially
owned by
each
reporting
person
with
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(5)
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Sole voting power:
2,700,000
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(6)
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Shared voting power:
None
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(7)
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Sole dispositive power:
2,700,000
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(8)
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Shared dispositive power:
None
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9)
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Aggregate amount beneficially
owned by each reporting person:
2,700,000
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10)
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Check if the aggregate amount in
Row (9) excludes certain shares (see Instructions):
N/A
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11)
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Percent of class represented by
amount in Row 9:
14.72%
1
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12)
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Type of reporting person (see
instruction):
CO
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1
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This percentage is based on the number of outstanding shares of common stock of the Issuer being equal to 15,647,005 shares of common stock of the
Issuer outstanding on November 13, 2009, as reported in the Issuers Form 10-Q filed November 16, 2009, plus the maximum number of shares issuable under the warrant discussed in Item 4(a).
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1)
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Names of reporting persons:
I.R.S. Identification Nos. of Above Persons (entities only):
UAL Corporation
36-2675207
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2)
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Check the appropriate box if a
member of a group (see instructions)
(a) N/A (b) N/A
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3)
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SEC use only
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4)
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Citizenship of place of
organization:
Delaware
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Number of
shares
beneficially
owned by
each
reporting
person
with
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(5)
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Sole voting power:
2,700,000
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(6)
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Shared voting power:
None
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(7)
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Sole dispositive power:
2,700,000
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(8)
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Shared dispositive power:
None
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9)
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Aggregate amount beneficially
owned by each reporting person:
2,700,000
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10)
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Check if the aggregate amount in
Row (9) excludes certain shares (see instructions):
N/A
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11)
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Percent of class represented by
amount in Row 9:
14.72%
2
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12)
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Type of reporting person (see
instruction):
CO
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2
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This percentage is based on the number of outstanding shares of common stock of the Issuer being equal to 15,647,005 shares of common stock of the
Issuer outstanding on November 13, 2009, as reported in the Issuers Form 10-Q filed November 16, 2009, plus the maximum number of shares issuable under the warrant discussed in Item 4(a).
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Item 1
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(a):
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Name of Issuer:
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ExpressJet Holdings, Inc.
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Item 1
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(b):
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Address of Issuers Principal Executive Offices:
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700 North Sam Houston Parkway West, Suite 200
Houston, Texas 77067
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Item 2
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(a):
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Name of Persons Filing:
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United Air Lines, Inc.
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UAL Corporation
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Item 2
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(b):
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Address of Principal Business Office or, if none, Residence:
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77 W. Wacker Drive, Chicago, IL
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Item 2
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(c):
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Citizenship:
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Both United Air Lines, Inc. and UAL Corporation are Delaware companies.
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Item 2
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(d):
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Title of Class of Securities:
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Common Stock, par value $0.01 per share
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Item 2
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(e):
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CUSIP Number:
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30218U306
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Item 3:
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Not Applicable
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Item 4
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(a):
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Amount Beneficially Owned:
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United Air Lines, Inc. owns a warrant to purchase 2,700,000 shares of common stock of the Issuer. As a result, the shares of the Issuer are beneficially owned
directly by United Air Lines, Inc., which is a wholly owned subsidiary of UAL Corporation. UAL Corporation owns no shares of the Issuers common stock directly. Until the warrant is exercised, in whole or in part, neither United Air Lines, Inc.
nor UAL Corporation has the right to vote any of the Issuers shares underlying the warrant.
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Item 4
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(b):
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Percent of Class:
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14.72%
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Item 4
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(c):
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Number of Shares as to Which Such Person Has:
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(i)
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Sole power to vote or direct the vote:
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2,700,000
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(ii)
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Shared power to vote or direct the vote:
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None
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(iii)
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Sole power to dispose or direct the disposition of:
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2,700,000
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(iv)
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Shared power to dispose or direct the disposition of:
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None
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Item 5:
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Ownership of Five Percent or Less of a Class:
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of
the class of securities, check the following
¨
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Item 6:
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Ownership of More than Five Percent on Behalf of Another Person:
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N/A
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Item 7:
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Identification and Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company:
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N/A
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Item 8:
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Identification and Classification of Members of the Group:
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N/A
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Item 9:
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Notice of Dissolution of Group:
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N/A
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Item 10:
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Certifications:
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or
with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
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Date: February 17, 2010
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UAL Corporation
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United Air Lines, Inc.
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By:
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/s/ Kathryn A. Mikells
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Name:
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Kathryn A. Mikells
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Title:
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Executive Vice President and
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Chief Executive Officer
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EXHIBIT 99.1
AGREEMENT REGARDING JOINT FILING UNDER RULE 13D-1(K) OF THE
EXCHANGE ACT
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agrees to the filing
on behalf of each of a Statement on Schedule 13G, and all amendments thereto, with respect to the shares of common stock of EXPRESSJET HOLDINGS, INC.
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Date: February 17, 2010
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UAL Corporation
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United Air Lines, Inc.
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By:
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/s/ Kathryn A. Mikells
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Name:
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Kathryn A. Mikells
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Title:
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Executive Vice President and
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Chief Executive Officer
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