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): September 9, 2020

   _____________________

Air Transport Services Group, Inc.

(Exact name of registrant as specified in its charter)

  _____________________

DE	000-50368	26-1631624
(State or other jurisdiction of incorporation)	Commission File Number:	(IRS Employer Identification No.)

145 Hunter Drive, Wilmington, OH 45177

(Address of principal executive offices, including zip code)

(937) 382-5591

(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:

☐ 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). ☐

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.01 per share	ATSG	NASDAQ Stock Market LLC

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 September 9, 2020, Air Transport Services Group, Inc. ("ATSG") announced that Amazon.com Services, LLC had selected ATSG's subsidiary airline, Air Transport International, Inc., to operate six additional Boeing 767 freighter aircraft in the Amazon network pursuant to an existing CMI (crew, maintenance and insurance) agreement with ATSG's subsidiary, Airborne Global Solutions, Inc. The aircraft are the first of six of the twelve Boeing 767 freighters that Amazon agreed in May 2020 to lease from ATSG's subsidiary, Cargo Aircraft Management, Inc. The first of the six aircraft entered service in May 2020, while the remaining five will be delivered to Amazon during the first quarter of 2021. The six aircraft will raise the number of Boeing 767 aircraft that ATSG airlines will operate for Amazon to 38 by April of 2021. A copy of the release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press release issued by Air Transport Services Group, Inc. on September 9, 2020.

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.

AIR TRANSPORT SERVICES GROUP, INC.
By:	/S/  W. JOSEPH PAYNE
	W. Joseph Payne
	Chief Legal Officer & Secretary
Date:	September 9, 2020

EX-99.1

ATSG Airline to Operate Six More 767 Freighters for Amazon Air

WILMINGTON, OH, September 9, 2020 – Air Transport Services Group, Inc. (Nasdaq: ATSG), the leading provider of medium wide-body aircraft leasing, air transportation and related services, today announced that ATSG will operate six more Boeing 767 freighters on behalf of Amazon Air under an existing CMI (Crew, Maintenance and Insurance) agreement with ATSG’s subsidiary, Airborne Global Solutions.

This commitment from Amazon applies to the first six of the twelve 767 freighters that Amazon agreed in May to lease from ATSG’s Cargo Aircraft Management (CAM) subsidiary by the end of 2021, each lease having a ten-year term. The first of the six CAM-leased aircraft began operation for Amazon Air in 2020 and the remaining five CAM-leased aircraft will begin operation in 2021. Including these six aircraft, ATSG projects that its airlines will operate 38 Boeing 767s for Amazon Air by April of next year, 36 of which are leased to Amazon by CAM. The CMI agreement was amended in December 2018 to extend through March 2026, with an option to extend for an additional three years.

ATSG subsidiary Air Transport International will fly all six of the 767s to be added to the Amazon CMI agreement.

About Air Transport Services Group, Inc. (ATSG)

ATSG is a leading provider of aircraft leasing and air cargo transportation and related services to domestic and foreign air carriers and other companies that outsource their air cargo lift requirements. ATSG, through its leasing and airline subsidiaries, is the world's largest owner and operator of converted Boeing 767 freighter aircraft. Through its principal subsidiaries, including three airlines with separate and distinct U.S. FAA Part 121 Air Carrier certificates, ATSG provides aircraft leasing, air cargo lift, passenger ACMI and charter services, aircraft maintenance services and airport ground services. ATSG's subsidiaries include ABX Air, Inc.; Airborne Global Solutions, Inc.; Airborne Maintenance and Engineering Services, Inc., including its subsidiary, Pemco World Air Services, Inc.; Air Transport International, Inc.; Cargo Aircraft Management, Inc.; and Omni Air International, LLC. For more information, please see www.atsginc.com.

Except for historical information contained herein, the matters discussed in this release contain forward-looking statements that involve risks and uncertainties. There are several important factors that could cause Air Transport Services Group's (“ATSG's”) actual results to differ materially from those indicated by such forward-looking statements. These factors include, but are not limited to, potential disruptions to our workforce and staffing capability, and the ability of our vendors and third party service providers to maintain customary service levels, arising from the current COVID-19 pandemic and related economic downturn; the cost and timing with

respect to which we are able to purchase and modify aircraft to a cargo configuration; our ability to timely begin operating the additional aircraft and remain in compliance with our commercial arrangements with Amazon and our lenders; and other factors that are contained from time to time in ATSG's filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Readers should carefully review this release and should not place undue reliance on ATSG's forward-looking statements. These forward-looking statements were based on information, plans, and estimates as of the date of this release. ATSG undertakes no obligation to update any forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events, or other changes.

Contact:

Quint O. Turner, ATSG Inc. Chief Financial Officer

937-366-2303

XML

Cover Cover	Sep. 09, 2020
Cover [Abstract]
Amendment Flag	false
Document Type	8-K
Document Period End Date	Sep. 09, 2020
Entity Registrant Name	Air Transport Services Group, Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	000-50368
Entity Tax Identification Number	26-1631624
Entity Address, Address Line One	145 Hunter Drive
Entity Address, City or Town	Wilmington
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	45177
City Area Code	937
Local Phone Number	382-5591
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	ATSG
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0000894081