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): October 7, 2011
GLOBAL AVIATION HOLDINGS INC.
(Exact name of registrant as specified in charter)
Delaware |
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000-52605 |
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20-4222196 |
(State of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
101 World Drive
Peachtree City, Georgia 30269
(Address of principal executive offices / Zip Code)
(770) 632-8000
(Registrants telephone number, including area code)
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:
o Written communications pursuant to Rule 425 under the Securities Act.
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act.
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
Item 7.01 |
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Regulation FD Disclosure. |
On September 14, 2011, Global Aviation Holdings Inc. (the Company) entered into the Third Supplemental Indenture by and among the Company, North American Airlines, Inc. and World Airways, Inc. and Wells Fargo Bank, National Association, as trustee and as collateral agent (the Third Supplemental Indenture) and Third Amendment and Waiver to Second-Lien Term Loan Credit Agreement (the Third Amendment and Waiver) by and among the Company, North American Airlines, Inc., World Airways, Inc., the Guarantors named therein and the Lenders named therein and Wells Fargo Bank, National Association, as administrative agent and collateral agent.
The presentation attached hereto as Exhibit 99.1 was presented to debt holders on or about September 8, 2011 pursuant to a confidentiality agreement in connection with negotiating the Third Supplemental Indenture and Third Amendment and Waiver.
The presentation contains statements that constitute forward-looking statements which involve risks and uncertainties. These statements include descriptions regarding the intent, belief or current expectations of the Company or its officers with respect to the business and future events and plans of the Company. These statements can be recognized by the use of words such as expects, plans, will, estimates, projects, or words of similar meaning. Such forward-looking statements are not guarantees of future performance and actual results may differ from those in the forward-looking statements as a result of various factors and assumptions. You are cautioned not to place undue reliance on these forward-looking statements, which are based on the current view of the management of the Company on future events. The Company does not undertake to revise forward-looking statements to reflect future events or circumstances.
Item 9.01 |
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Financial Statements and Exhibits. |
Exhibit 99.1 |
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Presentation to Debt Holders dated as of September 8, 2011. |
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 thereunto duly authorized.
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GLOBAL AVIATION HOLDINGS INC. | |
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(Registrant) | |
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Dated: October 7, 2011 |
By: |
/s/ William A. Garrett |
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William A. Garrett |
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Executive Vice President and Chief |
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Financial Officer |
Exhibit 99.1
Presentation to Debt Holders dated as of September 8, 2011.
FY2012 Air Mobility Command Teaming Agreement
Military cannot meet requirements for transporting troops and cargo in peace or war
Airlines commit aircraft for military use through Civil Reserve Air Fleet (CRAF)
Participating airlines have established four teams that support Air Mobility Command (AMC)
World Airways and North American are co-leaders of the Alliance Team, the largest of the four teams, with Evergreen
Allotted share is based on points for each aircraft committed by partners and a Flyer Bonus based on previous AMC flying
Typically only one or two team members actually fly while others receive commissions based on aircraft pledge to the AMC team and points attained
World / North American fly 95% of Alliance Teams passenger share:
1st in-line for Alliance passenger flights
1st in-line for Alliance MD-11, contoured cargo flights
2nd in-line for Alliance B747 cargo flights
Agreement with Evergreen gives World right to fly 1 B747F in AMC Fixed Buy for Jan-Sep 2012 and 2 aircraft in a combination of Fixed Buy and Expansion in FY 2013
FY2012 Alliance Team Members
American Airlines
ASTAR
Evergreen
North American Airlines
U.S. Airways
World Airways
FY2012 Entitlement expected to be in Range of 30 33%.*
Potential for 6-10% more flying if other teams continue to spill trips for which they do not have capacity
*Subsequent to the date of the presentation, the 2012 awards were finalized. Based upon the 2012 AMC award, the Alliance Team 2012 entitlement is 30.4% for Cargo and Passenger Medium Category and 35.6% for Passenger Large Category