-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LUM8iQd4Fg1558lwgfM6vbGNE+YTJEYSOVbA62BKT79vUJHPdUcQTFr3JwPIO44P bV4IamoJqeMCXF90bKAPzw== 0000908184-97-000093.txt : 19971003 0000908184-97-000093.hdr.sgml : 19971003 ACCESSION NUMBER: 0000908184-97-000093 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19971002 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WORLD AIRWAYS INC /DE/ CENTRAL INDEX KEY: 0000949240 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 941358276 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-45697 FILM NUMBER: 97690080 BUSINESS ADDRESS: STREET 1: 13873 PARK CENTER STE 490 STREET 2: C/O WASHINGTON DULLES INTL AIRPPORT CITY: HERNDON STATE: VA ZIP: 20171 BUSINESS PHONE: 7038349200 MAIL ADDRESS: STREET 1: 13873 PARK CTR RD STREET 2: STE 490 CITY: HERNDON STATE: VA ZIP: 20171 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WORLDCORP INC CENTRAL INDEX KEY: 0000811664 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, NONSCHEDULED [4522] IRS NUMBER: 941358276 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 13873 PARK CTR RD STE 490 CITY: HERNDON STATE: VA ZIP: 22071 BUSINESS PHONE: 7038349200 MAIL ADDRESS: STREET 1: 13873 PARK CENTER ROAD CITY: HERNDON STATE: VA ZIP: 22071 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d- 1(a) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(a) (Amendment No. 2) WORLD AIRWAYS, INC. (Name of Issuer) COMMON STOCK ($.001 par value per share) (Title of class of securities) 98142H105 (CUSIP NUMBER) WorldCorp, Inc. The Hallmark Building 13873 Park Center Herndon, Virginia 20171 Attention: Andrew M. Paalborg Telephone No. 703-834-9410 (Name, address and telephone number of person authorized to receive notices and communications) Copy to: David M. Carter, Esq. Hunton & Williams 951 East Byrd Street Richmond, Virginia 23219 September 18, 1997 (Date of event which requires filing of this statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. Page 1 of 6 Pages Exhibit Index appears on page 5 CUSIP NO. 98142H105 13D Page 2 of 6 Pages 1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS WorldCorp, Inc. 94-3040585 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X 3 SEC USE ONLY 4 SOURCE OF FUNDS* N/A 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF 7 SOLE VOTING POWER 3,702,586 SHARES 8 SHARED VOTING POWER BENEFICIALLY 1,990,000 OWNED BY 9 SOLE DISPOSITIVE POWER 3,702,586 EACH 10 SHARED DISPOSITIVE POWER REPORTING -0- PERSON WITH 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,702,586 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* X 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 46.3% 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! -2- This Amendment No. 2 amends and supplements the statement on Schedule 13D dated October 12, 1995, as amended by Amendment No. 1 to Schedule 13D, dated March 21, 1996 (as amended, the "Schedule 13D"), filed by WorldCorp, Inc., a Delaware corporation (the "Reporting Person"), relating to the shares of common stock, $.001 par value per share (the "Common Stock") of World Airways, Inc., a Delaware corporation (the "Issuer"). Capitalized terms used herein without definition have the same meaning as those ascribed to them in the Schedule 13D. Item 5. Interest in the Securities of the Issuer. On September 18, 1997, the Reporting Person consummated the sale of 3,227,000 shares (the "Shares") of common stock of World Airways, Inc. ("World Airways") to World Airways. The Shares were purchased by World Airways for total consideration of $24.7 million or $7.65 per Share. Subsequent to this sale, WorldCorp owns 3,702,586 Shares of the common stock of World Airways, or 46.3% of World Airways. A copy of the press release announcing the completion of the sale of the Shares is attached hereto as Exhibit 6 and is incorporated herein by reference. Item 7. Material to be Filed as Exhibits. Exhibit 6 Press Release, dated September 18, 1997. -3- SIGNATURE After reasonable inquiry and to the best of their knowledge and belief, the undersigned certifies that the information set forth in his statement is true, complete and correct. WORLDCORP, INC. Date: October 1, 1997 By: /s/ T. Coleman Andrews, III T. Coleman Andrews, III President and Chief Executive Officer -4- EXHIBIT INDEX Exhibit No. Description Page 6 Press Release, dated September 18, 1997 . . . . 6 -5- EX-6 2 Exhibit 6 WORLDCORP CONTACT: Coleman Andrews Chairman (703) 834-9201 or Doug Poretz The Poretz Group (703) 506-1778 FOR IMMEDIATE RELEASE September 18, 1997 2:30 PM WorldCorp Sells Shares in Subsidiary; Retires $15MM Bank Debt HERNDON, VIRGINIA, September 18, 1997 -- WorldCorp (NYSE: WOA) announced today that it has completed the sale of 3,227,000 shares of World Airways common stock. The shares were purchased by World Airways for total consideration of $24.7MM or $7.65 per share. $15MM of proceeds from the share sale were used to retire a senior secured bank note, and the balance of proceeds were added to WorldCorp's working capital. Subsequent to the sale, WorldCorp owns 3,702,000 shares of World Airways stock, or 46% of the Company. WorldCorp owns significant positions in companies that operate in two distinct business areas. InteliData develops and markets products and services for the financial services and telecommunications industries. InteliData's financial services products include bank branded customers services, voice response systems and data translation systems. Its telecommunications products include the Intelifone smart telephone and a complete package of interactive applications. Over 50 banks and telephone companies currently use InteliData's products and services. WorldCorp owns approximately 29% of InteliData. World Airways provides ACMI leases to commercial and military customers using MD-11 and DC-10 passenger and cargo aircraft. WorldCorp owns approximately 46% of World Airways. "Safe Harbor" statement under the Private Securities Litigation Reform Act of 1995: This release contains forward looking statements that are subject to risks and uncertainties, including, but not limited to, the impact of competitive products, product demand and market acceptance risks, reliance on key strategic alliances, fluctuations in operating results and other risks detailed from time to time in the Company's periodic reports filed with the Securities and Exchange Commission (which reports are available from the Company upon request). These risks could cause the Company's actual results for 1997 and beyond to differ materially from those expressed in any forward looking statements made by, or on behalf of, the Company in this release. ### -6- -----END PRIVACY-ENHANCED MESSAGE-----