8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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):July 10, 2018

UNITED CONTINENTAL HOLDINGS, INC.

UNITED AIRLINES, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-06033	36-2675207
Delaware	001-10323	74-2099724
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification Number)

233 S. Wacker Drive, Chicago, IL	60606
233 S. Wacker Drive, Chicago, IL	60606
(Address of principal executive offices)	(Zip Code)

(872) 825-4000

(872) 825-4000

Registrant’s telephone number, including area code

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

☐ 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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.

On July 10, 2018, United Airlines, Inc., a wholly owned subsidiary of United Continental Holdings, Inc., issued a press release reporting its June 2018 operational results. The press release is attached as Exhibit 99.1 and is incorporated herein by reference.

The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be deemed incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01     Financial Statements and Exhibits.

Exhibit No.	Description
99.1	Press Release issued by United Airlines, Inc. dated July 10, 2018.

SIGNATURES

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

UNITED CONTINENTAL HOLDINGS, INC.
UNITED AIRLINES, INC.
By:	/s/ Chris Kenny
Name:	Chris Kenny
Title:	Vice President and Controller

Date: July 10, 2018

EX-99.1

Exhibit 99.1

News Release
 
United Airlines
Worldwide Media Relations
872.825.8640
media.relations@united.com

United Reports June 2018

Operational Performance

CHICAGO, July 10, 2018 - United Airlines (UAL) today reported June 2018 operational results.

UAL’s June 2018 consolidated traffic (revenue passenger miles) increased 7.2 percent and consolidated capacity (available seat miles) increased 4.2 percent versus June 2017. UAL’s June 2018 consolidated load factor increased 2.5 points compared to June 2017.

June Highlights

• As part of a previously announced $8 million commitment, announced a total of $3 million in grants to our hub communities in Houston; Washington, DC; and Denver - $1 million to the Houston Food Bank in support of its School Market program, $1 million to the Year Up National Capital Region, and $1 million to Warren Village, a Denver nonprofit organization.

• Completed the best on-time departure rate of any summer month and the fewest controllable cancellations of any June in United history.

• Introduced the new United Explorer Card which offers additional benefits, travel credits and discounts.

• Became the first North American carrier to operate the fuel efficient Boeing 737 MAX 9 aircraft.

• Opened the new United Polaris lounge at George Bush Intercontinental Airport in Houston, the third of four Polaris lounges expected to open this year.

About United

United Airlines and United Express operate approximately 4,600 flights a day to 357 airports across five continents. In 2017, United and United Express operated more than 1.6 million flights carrying more than 148 million customers. United is proud to have the world's most comprehensive route network, including U.S. mainland hubs in Chicago, Denver, Houston, Los Angeles, Newark/New York, San Francisco and Washington, D.C. United operates 757 mainline aircraft and the airline's United Express carriers operate 551 regional aircraft. The airline is a founding member of Star Alliance, which provides service to 193 countries via 28 member airlines. For more information, visit united.com, follow @United on Twitter or connect on Facebook. The common stock of United's parent, United Continental Holdings, Inc., is traded on the NYSE under the symbol "UAL".

United Reports June 2018 Operational Performance / Page 2

Preliminary Operational Results

		June						Year-to-Date
		2018		2017		Change		2018		2017		Change
REVENUE PASSENGER MILES (000)
	Domestic	12,402,046		11,486,442		8.0	%	63,090,862		59,337,722		6.3	%
	Mainline	10,252,388		9,606,457		6.7	%	51,344,799		48,546,418		5.8	%
	Regional	2,149,658		1,879,985		14.3	%	11,746,063		10,791,304		8.8	%
	International	9,339,438		8,802,176		6.1	%	46,702,674		44,629,377		4.6	%
	Atlantic	4,337,220		3,840,347		12.9	%	18,188,214		16,309,965		11.5	%
	Pacific	3,038,212		3,020,271		0.6	%	16,987,537		16,763,543		1.3	%
	Latin	1,964,006		1,941,558		1.2	%	11,526,923		11,555,869		(0.3	)%
	Mainline	1,886,125		1,871,725		0.8	%	11,074,497		11,116,666		(0.4	)%
	Regional	77,881		69,833		11.5	%	452,426		439,203		3.0	%
	Consolidated	21,741,484		20,288,618		7.2	%	109,793,536		103,967,099		5.6	%
AVAILABLE SEAT MILES (000)
	Domestic	13,935,904		13,140,909		6.0	%	74,100,164		69,663,220		6.4	%
	Mainline	11,444,210		10,900,210		5.0	%	59,892,389		56,547,402		5.9	%
	Regional	2,491,694		2,240,699		11.2	%	14,207,775		13,115,818		8.3	%
	International	10,720,097		10,523,689		1.9	%	58,578,845		57,611,511		1.7	%
	Atlantic	4,893,280		4,691,113		4.3	%	23,157,597		22,262,483		4.0	%
	Pacific	3,534,361		3,530,620		0.1	%	21,625,592		21,279,851		1.6	%
	Latin	2,292,456		2,301,956		(0.4	)%	13,795,656		14,069,177		(1.9	)%
	Mainline	2,191,939		2,209,517		(0.8	)%	13,183,048		13,437,289		(1.9	)%
	Regional	100,517		92,439		8.7	%	612,608		631,888		(3.1	)%
	Consolidated	24,656,001		23,664,598		4.2	%	132,679,009		127,274,731		4.2	%
PASSENGER LOAD FACTOR
	Domestic	89.0	%	87.4	%	1.6 pts		85.1	%	85.2	%	(0.1) pts
	Mainline	89.6	%	88.1	%	1.5 pts		85.7	%	85.9	%	(0.2) pts
	Regional	86.3	%	83.9	%	2.4 pts		82.7	%	82.3	%	0.4 pts
	International	87.1	%	83.6	%	3.5 pts		79.7	%	77.5	%	2.2 pts
	Atlantic	88.6	%	81.9	%	6.7 pts		78.5	%	73.3	%	5.2 pts
	Pacific	86.0	%	85.5	%	0.5 pts		78.6	%	78.8	%	(0.2) pts
	Latin	85.7	%	84.3	%	1.4 pts		83.6	%	82.1	%	1.5 pts
	Mainline	86.0	%	84.7	%	1.3 pts		84.0	%	82.7	%	1.3 pts
	Regional	77.5	%	75.5	%	2.0 pts		73.9	%	69.5	%	4.4 pts
	Consolidated	88.2	%	85.7	%	2.5 pts		82.8	%	81.7	%	1.1 pts
ONBOARD PASSENGERS (000)
	Mainline	10,663		10,087		5.7	%	54,191		51,909		4.4	%
	Regional	3,992		3,476		14.8	%	21,362		19,443		9.9	%
	Consolidated	14,655		13,563		8.1	%	75,553		71,352		5.9	%
CARGO REVENUE TON MILES (000)
	Total	287,874		279,974		2.8	%	1,672,216		1,575,732		6.1	%
OPERATIONAL PERFORMANCE
	Mainline Departure Performance1	63.2		64.5		(1.3) pts
	Mainline Completion Factor	99.5		99.5		0.0 pts

¹Based on mainline scheduled flights departing by or before scheduled departure time

Note: See Part II, Item 6, Selected Financial Data, of the company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017 for the definitions of these statistics

United Reports June 2018 Operational Performance / Page 3

Safe Harbor Statement

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: Certain statements included in this release are forward-looking and thus reflect our current expectations and beliefs with respect to certain current and future events and anticipated financial and operating performance. Such forward-looking statements are and will be subject to many risks and uncertainties relating to our operations and business environment that may cause actual results to differ materially from any future results expressed or implied in such forward-looking statements. Words such as “expects,” “will,” “plans,” “anticipates,” “indicates,” “believes,” “estimates,” “forecast,” “guidance,” “outlook,” “goals” and similar expressions are intended to identify forward-looking statements. Additionally, forward-looking statements include statements that do not relate solely to historical facts, such as statements which identify uncertainties or trends, discuss the possible future effects of current known trends or uncertainties, or which indicate that the future effects of known trends or uncertainties cannot be predicted, guaranteed or assured. All forward-looking statements in this release are based upon information available to us on the date of this release. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise, except as required by applicable law. Our actual results could differ materially from these forward-looking statements due to numerous factors including, without limitation, the following: general economic conditions (including interest rates, foreign currency exchange rates, investment or credit market conditions, crude oil prices, costs of aircraft fuel and energy refining capacity in relevant markets); economic and political instability and other risks of doing business globally, including political developments that may impact our operations in certain countries; demand for travel and the impact that global economic and political conditions have on customer travel patterns; competitive pressures on pricing and on demand; demand for transportation in the markets in which we operate; our capacity decisions and the capacity decisions of our competitors; the effects of any hostilities, act of war or terrorist attack; the effects of any technology failures or cybersecurity breaches; the impact of regulatory, investigative and legal proceedings and legal compliance risks; disruptions to our regional network; the ability of other air carriers with whom we have alliances or partnerships to provide the services contemplated by the respective arrangements with such carriers; costs associated with any modification or termination of our aircraft orders; potential reputational or other impact from adverse events in our operations, the operations of our regional carriers or the operations of our code share partners; our ability to attract and retain customers; our ability to execute our operational plans and revenue-generating initiatives, including optimizing our revenue; our ability to control our costs, including realizing benefits from our resource optimization efforts, cost reduction initiatives and fleet replacement programs; the impact of any management changes; our ability to cost-effectively hedge against increases in the price of aircraft fuel if we decide to do so; any potential realized or unrealized gains or losses related to any fuel or currency hedging programs; labor costs; our ability to maintain satisfactory labor relations and the results of any collective bargaining agreement process with our union groups; any disruptions to operations due to any potential actions by our labor groups; an outbreak of a disease that affects travel demand or travel behavior; U.S. or foreign governmental legislation, regulation and other actions (including Open Skies agreements and environmental regulations); industry consolidation or changes in airline alliances; our ability to comply with the terms of our various financing arrangements; the costs and availability of financing; our ability to maintain adequate liquidity; the costs and availability of aviation and other insurance; weather conditions; our ability to utilize our net operating losses to offset future taxable income; the impact of changes in tax laws; the success of our investments in airlines in other parts of the world; and other risks and uncertainties set forth under Part I, Item 1A., “Risk Factors,” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2017, as well as other risks and uncertainties set forth from time to time in the reports we file with the U.S. Securities and Exchange Commission.

# # #