0001104659-11-055337.txt : 20111007 0001104659-11-055337.hdr.sgml : 20111007 20111007114017 ACCESSION NUMBER: 0001104659-11-055337 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20111006 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20111007 DATE AS OF CHANGE: 20111007 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Global Aviation Holdings Inc. CENTRAL INDEX KEY: 0001397867 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, NONSCHEDULED [4522] IRS NUMBER: 204222196 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-52605 FILM NUMBER: 111131296 BUSINESS ADDRESS: STREET 1: 101 WORLD DRIVE CITY: PEACHTREE CITY STATE: 2Q ZIP: 30269 BUSINESS PHONE: 770-632-8000 MAIL ADDRESS: STREET 1: 101 WORLD DRIVE CITY: PEACHTREE CITY STATE: 2Q ZIP: 30269 FORMER COMPANY: FORMER CONFORMED NAME: Global Aviation Holdings, Inc. DATE OF NAME CHANGE: 20090421 FORMER COMPANY: FORMER CONFORMED NAME: Global Aero Logistics Inc. DATE OF NAME CHANGE: 20070427 8-K 1 a11-27646_18k.htm 8-K

 

 

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

 

000-52605

 

20-4222196

(State of incorporation)

 

(Commission File Number)

 

(IRS Employer

Identification No.)

 

101 World Drive

Peachtree City, Georgia 30269

(Address of principal executive offices / Zip Code)

 

(770) 632-8000

(Registrant’s 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

 

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

 

Financial Statements and Exhibits.

 

Exhibit 99.1

 

Presentation to Debt Holders dated as of September 8, 2011.

 

2



 

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.

 

 

GLOBAL AVIATION HOLDINGS INC.

 

(Registrant)

 

 

Dated: October 7, 2011

By:

/s/ William A. Garrett

 

 

William A. Garrett

 

 

Executive Vice President and Chief

 

 

Financial Officer

 

3


EX-99.1 2 a11-27646_1ex99d1.htm EX-99.1

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 Team’s 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