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 3, 2017

DELTA AIR LINES, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-05424	58-0218548
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

P.O. Box 20706, Atlanta, Georgia 30320-6001

(Address of principal executive offices)

Registrant’s telephone number, including area code: (404) 715-2600

Registrant’s Web site address: www.delta.com

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):

[_]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[_]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[_]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[_]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

[_]  Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [_]

Item 7.01          Regulation FD Disclosure.

Delta Air Lines, Inc. (“Delta”) issued today an Investor Update which is furnished as Exhibit 99.1 to this Form 8-K.

Delta also issued today a press release reporting September 2017 operating results. The press release is attached as Exhibit 99.2 to this Form 8-K.

Statements in this Form 8-K and the attached exhibits that are not historical facts, including statements regarding our estimates, expectations, beliefs, intentions, projections or strategies for the future, may be "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. All forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from the estimates, expectations, beliefs, intentions, projections and strategies reflected in or suggested by the forward-looking statements. These risks and uncertainties include, but are not limited to, the effects of terrorist attacks or geopolitical conflict; the cost of aircraft fuel; the impact of fuel hedging activity including rebalancing our hedge portfolio, recording mark-to-market adjustments or posting collateral in connection with our fuel hedge contracts; the availability of aircraft fuel; the performance of our significant investments in airlines in other parts of the world; the possible effects of accidents involving our aircraft; the restrictions that financial covenants in our financing agreements could have on our financial and business operations; labor issues; interruptions or disruptions in service at one of our hub, gateway or key airports; breaches or security lapses in our information technology systems; disruptions in our information technology infrastructure; our dependence on technology in our operations; the effects of weather, natural disasters and seasonality on our business; the effects of an extended disruption in services provided by third party regional carriers; failure or inability of insurance to cover a significant liability at Monroe’s Trainer refinery; the impact of environmental regulation on the Trainer refinery, including costs related to renewable fuel standard regulations; our ability to retain management and key employees; competitive conditions in the airline industry; the effects of extensive government regulation on our business; the sensitivity of the airline industry to prolonged periods of stagnant or weak economic conditions; uncertainty in economic conditions and regulatory environment in the United Kingdom related to the likely exit of the United Kingdom from the European Union; and the effects of the rapid spread of contagious illnesses.

Additional information concerning risks and uncertainties that could cause differences between actual results and forward-looking statements is contained in our Securities and Exchange Commission filings, including our Annual Report on Form 10-K for the fiscal year ended December 31, 2016.  Caution should be taken not to place undue reliance on our forward-looking statements, which represent our views only as of October 3, 2017, and which we have no current intention to update.

Item 9.01          Financial Statements and Exhibits.

(d)  Exhibits.

Exhibit 99.1	Investor Update
Exhibit 99.2	Press Release dated October 3, 2017 titled “Delta Reports Operating Performance for September 2017”

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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.

	DELTA AIR LINES, INC.
	By:  /s/ Paul A. Jacobson
Date:  October 3, 2017	Paul A. Jacobson Executive Vice President and Chief Financial Officer

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EXHIBIT INDEX

Exhibit Number	Description
Exhibit 99.1	Investor Update
Exhibit 99.2	Press Release dated October 3, 2017 titled “Delta Reports Operating Performance for September 2017”

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EX-99.1

Exhibit 99.1

1 Overall Commentary

1 Overall Commentary • Delta expects a September quarter operating margin of 15.5% - 16.5%, reflecting the impact from Hurricane Irma. ‒ The company estimates the operational disruption of the storm negatively impacted pre - tax income by ~$120 million, which translates to a one point headwind for operating margin. ‒ Hurricane Irma drove 2,200 flights cancellations at airports in Florida, the Caribbean, and Georgia, including the company’s Atlanta hub. • For the September quarter, Delta expects consolidated passenger unit revenue (PRASM) to increase ~2%, which includes a one point headwind related to Hurricane Irma. • Delta expects non - fuel unit costs including profit sharing to be up ~2.5 %, which includes incremental pressure from Hurricane Irma - related flight cancellations. • Delta returned ~$770 million to shareholders through dividends and share repurchases in the quarter. The company also completed the 2015 $5 billion share repurchase authorization in September. September Quarter 2017 Operating margin 15.5 - 16.5% Cargo and other revenue $1.60 - $1.65 billion Average fuel price per gallon $1.68 - $1.73 Profit sharing expense ~$300 million Non - operating expense $50 - $100 million September Quarter 2017 vs. September Quarter 2016 Passenger unit revenue Up ~2% CASM - Ex including Profit Sharing As reported Up ~5% Normalized Up ~2.5% System capacity Up 1.6% October 3, 2017 • Note: Information for the September quarter 2017 in this investor update is adjusted for the reconciliations below. Prior ye ar cost and margin comparisons are normalized for the portion of the pilot contract expense recognized in the December quarter 2016 attributable to the September quarter 2016, if not otherwise noted. Fuel Delta’s expected fuel price of $1.68 - $1.73 includes taxes, transportation, and refinery results. CASM - Ex Delta excludes fuel and certain other expenses from its unit cost guidance. Other expenses include the costs associated with third - party Maintenance Repair and Overhaul, Delta Global Services, Delta Vacations, Delta Private Jets, and refinery cost of sales to third parties. Delta expects to record roughly $400 million of other expenses in the September quarter. The revenue associated with these expenses is included in Delta's guidance for cargo and other revenue. Guidance

2 Forward Looking Statements Profit Sharing Through September 30, 2017, Delta’s employee profit sharing program for its ground and flight attendant employees pays 10% of the company’s adjusted annual pre - tax profit up to the prior year’s adjusted annual pre - tax profit and 20% above that amount (adjusted pre - tax profit for 2016 was $7.2 billion). Delta’s employee profit sharing program for its pilots pays 10% up to $2.5 billion in adjusted annual pre - tax profit and 20% above that amount. Profit sharing expense is accrued at a blended rate based on the company’s estimated profitability for the full year. Effective October 1, 2017 all eligible employees will participate in the same profit sharing plan which will pay 10% up to $2.5 billion in adjusted annual pre - tax profit and 20% above that amount. This change will not impact the September quarter. Taxes Our September 2017 quarter results will reflect a ~35% tax rate. There will be no material impact to cash as Delta’s net operating loss carryforwards will largely offset cash taxes. Share count Delta expects approximately 720 million diluted and approximately 717 million basic weighted average shares outstanding. Statements in this investor update that are not historical facts, including statements regarding our estimates, expectations, beliefs, intentions, projections or strategies for the future, may be "forward - looking statements" as defined in the Private Securities Litigation Reform Act of 1995. All forward - looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from the estimates, expectations, beliefs, intentions, projections and strategies reflected in or suggested by the forward - looking statements. These risks and uncertainties include, but are not limited to, the effects of terrorist attacks or geopolitical conflict; the cost of aircraft fuel; the impact of fuel hedging activity includi ng rebalancing our hedge portfolio, recording mark - to - market adjustments or posting collateral in connection with our fuel hedge contracts; the availability of aircraft fuel; the performance of our significant investments in airlines in other parts of th e w orld; the possible effects of accidents involving our aircraft; the restrictions that financial covenants in our financing agreemen ts could have on our financial and business operations; labor issues; interruptions or disruptions in service at one of our hub, gateway, or key airports; breaches or security lapses in our information technology systems; disruptions in our information technology infrastructure; our dependence on technology in our operations; the effects of weather, natural disasters and seasonality on our business; the effects of an extended disruption in services provided by third party regional carriers; fai lur e or inability of insurance to cover a significant liability at Monroe’s Trainer refinery; the impact of environmental regulati on on the Trainer refinery, including costs related to renewable fuel standard regulations; our ability to retain management and ke y employees; competitive conditions in the airline industry; the effects of extensive government regulation on our business; th e sensitivity of the airline industry to prolonged periods of stagnant or weak economic conditions; uncertainty in economic conditions and regulatory environment in the United Kingdom leading up to and following the exit of the United Kingdom from the European Union; and the effects of the rapid spread of contagious illnesses. Additional information concerning risks and uncertainties that could cause differences between actual results and forward - looking statements is contained in our Securities and Exchange Commission filings, including our Annual Report on Form 10 - K for the fiscal year ended December 31, 2016. Caution should be taken not to place undue reliance on our forward - looking statements, which represent our views only as of October 3, 2017, and which we have no current intention to update. Non - GAAP Financial Measures Delta sometimes uses information ("non - GAAP financial measures") that is derived from the Consolidated Financial Statements, but that is not presented in accordance with accounting principles generally accepted in the U.S. (“GAAP”). Under the U.S. Securities and Exchange Commission rules, non - GAAP financial measures may be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results. The tables below show reconciliations of non - GAAP financial measures used in this update to the most directly comparable GAAP financial measures. Non - GAAP Reconciliations

3 Operating Margin, Adjusted. We adjust for the following items to determine operating margin, adjusted for the reasons described below. Adjusting for these items allows investors to better understand and analyze our core operational performance in the period sh own . "Mark - to - market ("MTM") adjustments and settlements . MTM adjustments are defined as fair value changes recorded in periods other than the settlement period. Such fair value changes are not necessarily indicative of the actual settlement value of the underlying he dge in the contract settlement period. Settlements represent cash received or paid on hedge contracts settled during the period. These items adju st fuel expense to show the economic impact of hedging, including cash received or paid on hedge contracts during the period. Refinery Sales . Delta's refinery segment provides jet fuel to the airline segment from its own production and from jet fuel obtained throug h agreements with third parties. Activities of the refinery segment are primarily for the benefit of the airline. However, from ti me to time, the refinery sells fuel by - products to third parties. These sales are recorded gross within other revenue and other operating expense. Non - Fuel Unit Cost or Cost per Available Seat Mile, Including Profit Sharing ("CASM - Ex"). We adjust CASM for the following items to determine CASM - Ex for the reasons described below: Aircraft fuel and related taxes . The volatility in fuel prices impacts the comparability of year - over - year financial performance. The adjustment for aircraft fuel and related taxes (including our regional carriers) allows investors to better understand and analyze our non - fuel costs and year - over - year financial performance. Other expenses . Other expenses include aircraft maintenance and staffing services we provide to third parties, our vacation wholesale operations, and refinery cost of sales to third parties. Because these businesses are not related to the generation of a seat mi le, we adjust for the costs related to these sales to provide a more meaningful comparison of the costs of our airline operations to the rest o f t he airline industry. Pilot contract impact, normalized . Delta’s new pilot contract was ratified on December 1, 2016 and was retroactive to January 1, 2016. As a result, Delta recognized $380 million in retroactive wages and other benefits in the December 2016 quarter. On a normalized b asi s, approximately $140 million of this amount related to the September 2016 quarter. Average Fuel Price Per Gallon, Adjusted. We adjust for MTM adjustments and settlements to determine average fuel price per gallon, adjusted for the same reason described above under the heading Operating Margin, adjusted. Pre - tax Income, Adjusted, Excluding Profit Sharing. We adjust for MTM adjustments and settlements for the same reason described above under the heading Operating Margin, adjusted, and we adjust for Virgin Atlantic's MTM adjustments to allow investors to bette r u nderstand and analyze the company’s core financial performance in the periods shown. We record our proportionate share of earnings from our eq uity investment in Virgin Atlantic in non - operating expense. (Projected) Three Months Ended September 30, 2017 Operating margin 15.9% - 17.1% MTM adjustments and settlements (0.6)% - (0.8)% Refinery sales 0.2% Operating margin, adjusted 15.5% - 16.5% (Projected) 2017 2016 Change CASM (cents) 13.15 - 13.25 12.33 Aircraft fuel and related taxes (2.60) (2.39) (0.55) (0.36) CASM-Ex 10.00 - 10.10 9.58 ~Up 5% Pilot contract impact, normalized - 0.21 CASM-Ex, adjusted, including pilot contract impact, normalized 10.00 - 10.10 9.79 ~Up 2.5% Other expenses Three Months Ended September 30, Year Ended (in millions) December 31, 2016 Pre-tax income 6,636$ MTM adjustments and settlements (450) Virgin Atlantic MTM adjustments (115) Total adjustments (565) Pre-tax Income, adjusted 6,071$ Profit sharing 1,115 Pre-tax Income, adjusted, excluding profit sharing 7,186$ (Projected) Three Months Ended September 30, 2017 Average fuel price per gallon $1.62 - $1.65 MTM adjustments and settlements 0.06 - 0.08 Average fuel price per gallon, adjusted $1.68 - $1.73

EX-99.2

Exhibit 99.2

 

CONTACT:	Corporate Communications
	404-715-2554
	news archive at news.delta.com
	Investor Relations
	404-715-2170

Delta Reports Operating Performance for September 2017

ATLANTA, Oct. 3, 2017 – Delta Air Lines (NYSE: DAL) today reported operating performance for September 2017. The company carried 14.7 million passengers across our broad global network in the month.

During the month, Hurricanes Irma and Maria impacted operations across the Caribbean and Southeastern United States. Hurricane Irma significantly impacted operations with 2,200 flights cancelled from September 7-12 at airports in Florida, the Caribbean, and Georgia, including the company’s Atlanta hub.

Over the course of the month, Delta took the following action to assist customers impacted by the storms:

· Added 12,000 additional seats departing Florida and Caribbean markets to assist evacuation efforts related to Hurricane Irma.

· Capped fares for flights to and from hurricane-affected areas before, during and after the storm for itineraries throughout the continental United States.

· Provided waivers for customers transiting more than 40 destinations where flights were affected by hurricanes and suspended baggage and pet-in-cabin fees for customers traveling to or from impacted cities.

· Contributed an additional $1.75 million specific to hurricane relief to the American Red Cross, the International Federation of Red Cross and Red Crescent Society (IFRC) and British, Dutch and French Red Cross organizations.

In an Investor Update issued this morning, Delta announced that it expects its operating margin to be 15.5%-16.5%¹. Hurricane Irma negatively impacted results by approximately $120 million which translates to approximately one point of margin.

The company’s operating performance is detailed in the table below.

Delta Air Lines serves more than 180 million customers each year. In 2017, Delta was named to Fortune’s top 50 Most Admired Companies in addition to being named the most admired airline for the sixth time in seven years. Additionally, Delta has ranked No. 1 in the Business Travel News Annual Airline survey for an unprecedented six consecutive years. With an industry-leading global network, Delta and the Delta Connection carriers offer service to 311 destinations in 54 countries on six continents. Headquartered in Atlanta, Delta employs more than 80,000 employees worldwide and operates a mainline fleet of more than 800 aircraft. The airline is a founding member of the SkyTeam global alliance and participates in the industry’s leading transatlantic joint venture with Air France-KLM and Alitalia as well as a joint venture with Virgin Atlantic. Including its worldwide alliance partners, Delta offers customers more than 15,000 daily flights, with key hubs and markets including Amsterdam, Atlanta, Boston, Detroit, Los Angeles, Mexico City, Minneapolis/St. Paul, New York-JFK and LaGuardia, London-Heathrow, Paris-Charles de Gaulle, Salt Lake City, Seattle, Seoul, and Tokyo-Narita. Delta has invested billions of dollars in airport facilities, global products and services, and technology to enhance the customer experience in the air and on the ground. Additional information is available on the Delta News Hub, as well as delta.com, Twitter @DeltaNewsHub, Google.com/+Delta, and Facebook.com/delta.

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	Monthly Traffic Results (a)			Year to Date Traffic Results (a)
	Sep 2017	Sep 2016	Change	Sep 2017	Sep 2016	Change
RPMs (000):
Domestic	10,526,699	10,492,829	0.3%	101,862,838	98,608,152	3.3%
Delta Mainline	8,920,552	8,803,704	1.3%	86,419,931	83,035,495	4.1%
Regional	1,606,147	1,689,125	(4.9%)	15,442,906	15,572,657	(0.8%)
International	7,127,900	7,104,670	0.3%	64,669,919	64,504,441	0.3%
Latin America	1,212,585	1,198,938	1.1%	16,044,458	15,347,022	4.5%
Delta Mainline	1,194,474	1,161,396	2.8%	15,738,017	14,919,893	5.5%
Regional	18,111	37,542	(51.8%)	306,441	427,129	(28.3%)
Atlantic	4,144,444	3,894,243	6.4%	32,836,381	31,358,414	4.7%
Pacific	1,770,871	2,011,489	(12.0%)	15,789,080	17,799,005	(11.3%)
Total System	17,654,599	17,597,499	0.3%	166,532,757	163,112,593	2.1%
ASMs (000):
Domestic	12,591,574	12,314,577	2.2%	118,913,689	116,184,487	2.3%
Delta Mainline	10,579,237	10,208,864	3.6%	99,646,553	96,679,003	3.1%
Regional	2,012,338	2,105,713	(4.4%)	19,267,136	19,505,484	(1.2%)
International	8,331,622	8,481,876	(1.8%)	75,349,779	76,968,001	(2.1%)
Latin America	1,428,763	1,412,213	1.2%	18,389,390	18,102,457	1.6%
Delta Mainline	1,404,305	1,362,514	3.1%	17,997,091	17,570,715	2.4%
Regional	24,457	49,699	(50.8%)	392,299	531,742	(26.2%)
Atlantic	4,829,936	4,773,905	1.2%	38,706,415	38,706,024	0.0%
Pacific	2,072,923	2,295,758	(9.7%)	18,253,974	20,159,520	(9.5%)
Total System	20,923,196	20,796,453	0.6%	194,263,468	193,152,488	0.6%
Load Factor:
Domestic	83.6%	85.2%	(1.6) Pts	85.7%	84.9%	0.8 Pts
Delta Mainline	84.3%	86.2%	(1.9) Pts	86.7%	85.9%	0.8 Pts
Regional	79.8%	80.2%	(0.4) Pts	80.2%	79.8%	0.4 Pts
International	85.6%	83.8%	1.8 Pts	85.8%	83.8%	2.0 Pts
Latin America	84.9%	84.9%	0.0 Pts	87.2%	84.8%	2.4 Pts
Delta Mainline	85.1%	85.2%	(0.1) Pts	87.4%	84.9%	2.5 Pts
Regional	74.1%	75.5%	(1.4) Pts	78.1%	80.3%	(2.2) Pts
Atlantic	85.8%	81.6%	4.2 Pts	84.8%	81.0%	3.8 Pts
Pacific	85.4%	87.6%	(2.2) Pts	86.5%	88.3%	(1.8) Pts
Total System	84.4%	84.6%	(0.2) Pts	85.7%	84.4%	1.3 Pts
Mainline Completion Factor	97.9%	99.9%	(2.0) Pts
Mainline On-time Performance	88.7%	90.2%	(1.5) Pts
(preliminary DOT A14)
Passengers Boarded	14,652,094	14,991,797	(2.3%)	140,946,044	138,716,755	1.6%
Cargo Ton Miles (000):	187,231	171,112	9.4%	1,609,400	1,473,263	9.2%

^a Results include flights operated under contract carrier arrangements

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Forward-Looking Statements

Statements in this press release that are not historical facts, including statements regarding our estimates, expectations, beliefs, intentions, projections or strategies for the future, may be "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. All forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from the estimates, expectations, beliefs, intentions, projections and strategies reflected in or suggested by the forward-looking statements. These risks and uncertainties include, but are not limited to, the effects of terrorist attacks or geopolitical conflict; the cost of aircraft fuel; the impact of fuel hedging activity including rebalancing our hedge portfolio, recording mark-to-market adjustments or posting collateral in connection with our fuel hedge contracts; the availability of aircraft fuel; the performance of our significant investments in airlines in other parts of the world; the possible effects of accidents involving our aircraft; the restrictions that financial covenants in our financing agreements could have on our financial and business operations; labor issues; interruptions or disruptions in service at one of our hub, gateway or key airports; breaches or security lapses in our information technology systems; disruptions in our information technology infrastructure; our dependence on technology in our operations; the effects of weather, natural disasters and seasonality on our business; the effects of an extended disruption in services provided by third party regional carriers; failure or inability of insurance to cover a significant liability at Monroe’s Trainer refinery; the impact of environmental regulation on the Trainer refinery, including costs related to renewable fuel standard regulations; our ability to retain management and key employees; competitive conditions in the airline industry; the effects of extensive government regulation on our business; the sensitivity of the airline industry to prolonged periods of stagnant or weak economic conditions; uncertainty in economic conditions and regulatory environment in the United Kingdom related to the likely exit of the United Kingdom from the European Union; and the effects of the rapid spread of contagious illnesses.

Additional information concerning risks and uncertainties that could cause differences between actual results and forward-looking statements is contained in our Securities and Exchange Commission filings, including our Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2016. Caution should be taken not to place undue reliance on our forward-looking statements, which represent our views only as of Oct. 3, 2017, and which we have no current intention to update.

Non-GAAP Reconciliation

(1) Delta sometimes uses information ("non-GAAP financial measures") that is derived from the Consolidated Financial Statements, but that is not presented in accordance with accounting principles generally accepted in the U.S. (“GAAP”). Under the U.S. Securities and Exchange Commission rules, non-GAAP financial measures may be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results. The tables below show reconciliations of non-GAAP financial measures used in this update to the most directly comparable GAAP financial measures.

Operating Margin, Adjusted

We adjust for the following items to determine operating margin, adjusted for the reasons described below. Adjusting for these items allows investors to better understand and analyze our core operational performance in the period shown.

Mark-to-market ("MTM") adjustments and settlements. MTM adjustments are defined as fair value changes recorded in periods other than the settlement period. Such fair value changes are not necessarily indicative of the actual settlement value of the underlying hedge in the contract settlement period. Settlements represent cash received or paid on hedge contracts settled during the period. These items adjust fuel expense to show the economic impact of hedging, including cash received or paid on hedge contracts during the period.

Refinery Sales. Delta's refinery segment provides jet fuel to the airline segment from its own production and from jet fuel obtained through agreements with third parties. Activities of the refinery segment are primarily for the benefit of the airline. However, from time to time, the refinery sells fuel by-products to third parties. These sales are recorded gross within other revenue and other operating expense.

	(Projected)
	Three Months Ended
	September 30, 2017
Operating margin	15.9% - 17.1%
Adjusted for:
MTM adjustments and settlements	(0.6)% - (0.8)%
Refinery sales	0.2%
Operating margin, adjusted	15.5% - 16.5%

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