0001159154-14-000100.txt : 20141212 0001159154-14-000100.hdr.sgml : 20141212 20141212164807 ACCESSION NUMBER: 0001159154-14-000100 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20141211 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20141212 DATE AS OF CHANGE: 20141212 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REPUBLIC AIRWAYS HOLDINGS INC CENTRAL INDEX KEY: 0001159154 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 061449146 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-49697 FILM NUMBER: 141284161 BUSINESS ADDRESS: STREET 1: 8909 PURDUE ROAD STREET 2: SUITE 300 CITY: INDIANAPOLIS STATE: IN ZIP: 46268 BUSINESS PHONE: 317-484-6000 MAIL ADDRESS: STREET 1: 8909 PURDUE ROAD STREET 2: SUITE 300 CITY: INDIANAPOLIS STATE: IN ZIP: 46268 8-K 1 deltaamendmentdec2014.htm 8-K Delta Amendment Dec 2014


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 11, 2014
 
Republic Airways Holdings Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
(State or other jurisdiction of incorporation)
 
000-49697 06-1449146
(Commission File Number) (IRS Employer Identification No.)

 
8909 Purdue Road
Suite 300
Indianapolis, IN 46268
(Address of principal executive offices) (Zip Code)
 
Registrant’s telephone number, including area code (317) 484-6000
 
None.
(Former name or former address, if changed since last report.)
 
 
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):

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 December 11, 2014, Shuttle America Corporation. ("Shuttle"), (as assignee of Republic Airline Inc.) and Republic Airways Holdings Inc. ("Company") entered into Amendment Number Seven to the Delta Connection Agreement with Delta Air Lines, Inc. ("Delta"), dated as of January 20, 2005 (such agreement, as amended, the "Agreement"). Under the Agreement, Shuttle operates 14 E170 and 16 E175 aircraft as Delta Connection. The amendment provides for, among other things, an agreement for Shuttle to operate nine additional E170 aircraft to be placed into service between the third quarter of 2015 and the second quarter of 2016 for a term of six years per aircraft. The amendment also provides for an extension of the air transportation services provided by Shuttle with respect to the other 30 E170/175 aircraft. The amended service terms extend the 14 E170 aircraft for another four years, or through October 2021, and extend the 16 E175 aircraft by approximately five years, or through February 2024. Delta may further extend the service terms for any or all of the 14 E170 and 16 E175 aircraft for an additional five years.  The amendment also provides that Delta may purchase any or all of the E175 aircraft for an amount equal to the net book value of such aircraft (i) at the end of the current terms for such aircraft or (ii) at any time during the extended terms, in which case Delta would lease the purchased aircraft to Shuttle for Shuttle's operation during the remainder of the terms.
A copy of the Company's press release announcing the execution of this agreement is included as an exhibit to this Report.

Item 9.01    Financial Statements and Exhibits .
    
(d)    Exhibits.

99.1    Press Release of Republic Airways Holdings Inc. issued on December 12, 2014, relating to the amendment to its Delta Connection Agreement with Delta Air Lines, Inc.

(All other items on this report are inapplicable.)






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.


REPUBLIC AIRWAYS HOLDINGS INC.
By:    /s/ Timothy P. Dooley    
Name:    Timothy P. Dooley
Title:
Executive Vice President and Chief Financial Officer, Secretary

Dated: December 12, 2014






EXHIBIT INDEX
Exhibit Number    Description
99.1
Press Release of Republic Airways Holdings Inc. issued on December 12, 2014, relating to the amendment to its Delta Connection Agreement with Delta Air Lines, Inc.



EX-99.1 2 pressreleasedeltaamendment.htm PRESS RELEASE DELTA AMENDMENT Press Release Delta Amendment


For Immediate Release:


Republic Airways to expand partnership with Delta Air Lines
E-Jet agreement adds 9 69-seat aircraft starting Q4 2015; partnership totals 39 aircraft
Indianapolis, IN (Dec. 12, 2014) -- Republic Airways Holdings Inc. (NASDAQ/NM: RJET) announced today that it has reached an amendment to its Capacity Purchase Agreement (“CPA”) with Delta Air Lines to operate at least nine additional 69-seat E170 aircraft. The aircraft are scheduled to be placed into service between the 4th quarter of 2015 and the 1st quarter of 2016 and will operate for a term of six years per aircraft. In addition, the Company and Delta have agreed to extend the term of the agreement for the existing 14 E170 aircraft by four years, or through October 2021, and the existing 16 E175 aircraft by about three years, or through February 2024.
The nine additional E170 aircraft will either be sourced internally by Company or with used aircraft available in the open market.
“We are proud to grow our partnership with Delta,” said Bryan Bedford, Chairman and CEO of Republic. “By growing our Delta E-Jet fleet and extending all of our aircraft into the next decade, we have cemented our long-term commitment to provide a safe, clean and reliable E-Jet operation as a Delta Connection partner.”
Republic Airways Holdings Inc., based in Indianapolis, Indiana, is an airline holding company that owns Chautauqua Airlines, Republic Airlines and Shuttle America, collectively called “the airlines.” The airlines operate a combined fleet of nearly 240 aircraft and offer scheduled passenger service on about 1,300 flights daily to about 100 cities in the U.S., Canada and the Caribbean through fixed-fee flights operated under our major airline partner brands, including American Eagle, Delta Connection, United Express and US Airways Express. The airlines currently employ about 6,500 aviation professionals. For more information about Republic Airways, please visit our website at www.rjet.com.

Contact: Scott Thien
Republic Airways Holdings
(317) 471-2470
scott.thien@rjet.com