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):

June 4, 2001

 

 

CONTINENTAL AIRLINES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

0-09781

74-2099724

(State or other jurisdiction

(Commission File Number)

(IRS Employer

of incorporation)

 

Identification No.)

 

1600 Smith Street, Dept. HQSEO, Houston, Texas

77002

(Address of principal executive offices)

(Zip Code)

(713) 324-2950

(Registrant's telephone number, including area code)

Item 7. Financial Statements and Exhibits.

    1. Exhibits

      1. Projected Data.
      2. Presentation Data.

Item 9. Regulation FD Disclosure.

The Company is furnishing herewith a letter being provided to certain investors and financial analysts which contains data regarding aircraft financing, updated guidelines regarding certain operating and financial statistics for the second quarter and full year 2001 and the Company's fleet plan. The letter is attached as Exhibit 99.1 which is included herein.

The Company is also furnishing herewith certain data being presented by certain of its executive officers at a conference (the "Conference") on June 5, 2001. The presentation is attached as Exhibit 99.2 which is included herein. Beginning Tuesday, June 5, 2001 an audio webcast of their remarks at the Conference and accompanying graphic presentation will be made available under our Investor Relations - Investor Presentation section at Continental's corporate website at http://www.continental.com/corporate.

The information presented contains forward looking statements and certain assumptions upon which such forward looking statements are in part based. Numerous important factors, including those factors identified as Risk Factors in the Company's Annual Report on Form 10-K for the year ended December 31, 2000 filed with the Securities and Exchange Commission, which factors are incorporated herein by reference, and the fact that the assumptions set forth below could prove incorrect, could cause actual results to differ materially from those contained in such forward looking statements.

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, Continental Airlines, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CONTINENTAL AIRLINES, INC.

 

 

By /s/ Jennifer L. Vogel                    

Jennifer L. Vogel

Vice President

and General Counsel

June 4, 2001

EXHIBIT INDEX

 

    1. Projected Data.
    2. Presentation Data.

 

 

 

 

 

Date

Diane Dayhoff
Staff Vice President Finance
1600 Smith Street, HSQII
Houston, Texas 77002

 

June 4, 2001

 

 

Dear Investors and Analysts:

As many of you may know, we recently announced several senior management changes: Larry Kellner has been named our new President, CD McLean was elected Executive VP & COO and Jeff Smisek was elected Executive VP - Corporate. Two Senior Vice Presidents have been named to head the Company's finance operations -- Jeff Misner, Senior VP - Finance and Gerry Laderman, Senior VP - Finance and Treasurer. Jeff Misner will oversee the areas of Financial Planning and Analysis, Corporate Accounting, and Tax. The departments of Treasury Operations, Corporate Finance, Fuel Management, Risk Management, Fleet Management and Pensions will report to Gerry Laderman.

Revised guidance for certain financial and operational statistics is provided on Attachment A. Our operations are running better than ever and we posted an 86.2% on-time performance for May with a systemwide mileage completion factor of 99.4%. However, as recently reported, we are seeing system RASM continuing to trend downward due to softness in the business mix. The capacity forecast for 2001 has been reduced from 6% to 5% year-over-year growth to reflect reduction of marginal domestic flying in less desirable time channels and weekend reductions identified by our demand driven dispatch model.

Recently Continental took delivery of its first 737-900 aircraft. This aircraft model is a welcome addition to our fleet. We have one of the youngest jet fleets in the industry and we continue to realize significant cost efficiencies with our modern fleet. Our current fleet plan is attached (Attachment B). The top chart is our current Fleet Plan showing deliveries resulting from both firm commitments and planned option exercises through 2002 reduced by planned retirements. The bottom chart shows only firm commitments reduced by planned retirements as well as other potential lease expirations through 2005.

Additional information regarding Continental (recent press releases and investor presentations) can always be found on our website at www.Continental.com/corporate. If you should have any questions regarding this information, please do not hesitate to contact us.

Sincerely,


Diane Dayhoff
Staff VP Finance

Date

Attachment A

Continental Airlines' Mid-Quarter Update

 

                  2001 Estimated Year-over-Year Change

Operating Statistics

2nd Qtr.(E)

Full Year(E)

CASM
CASM Holding Fuel Price Constant
Fuel Gallons Consumed

Fuel Price (excluding fuel taxes)

(0.5) - 0.5%
(2.0) - (1.0)%
2.0 - 2.5%

81 - 85
cents

0.0 - 1.0%
0.0 - 1.0%
1.5 - 2.0%

80 - 85 cents

 

 

2001 Estimated Amounts

Financial

2nd Qtr.(E)

Full Year(E)

Aircraft Rent
Net Interest Expense
Dividends on Preferred Stock of Trust

$225 Million 
$45 Million 
$2.5 Million

$910 Million  
$180 Million   
$9.5 Million

 

 

Year-over-Year Percentage Change

ASMs 2001 (Quarterly)

1st(A)

2nd(E)

3rd(E)

4th(E)

Full Year(E)

Domestic
Latin America
Europe
Pacific
System

Continental Express

4%
2%
(5)%
5%
2%

24%

6%
3%
(1)%
36%
7%

21%

6%
0%
(6)%
34%
5%

17%

5%
2%
4%
27%
6%

20%

5%
2%
(2)%
25%
5%

20%

 

 

2001 Estimated Load Factor

Load Factor

2nd Qtr.(E)

Full Year(E)

Continental
Continental Express

74 - 75%
65 - 66%

73 - 74%
62 - 63%


2001 EPS Estimated Share Count

 

2nd Qtr.(E)

Full Year(E)

Average Diluted Shares

59.3 Million

57 Million

 

 

 

 

Attachment B
Continental Airlines Flexible Jet Fleet Plan
Includes Continental, Continental Micronesia and Continental Express Regional Jets
June 1, 2001 Fleet Plan
                     
          Total @ Net Inductions and Exits Total @    
    Jet     YE 2000 2001E 2002E YE 2002E    
    777-200     16 - - 2 18    
    DC10-30     17 (8) (4) 5    
    767-400ER     4 2 10 16    
    767-200ER     3 7 - - 10    
    757-300     - - 2 6 8    
    757-200     41 - - - - 41    
    737-900     - - 10 5 15    
    737-800     58 15 20 93    
    MD-80     65 (6) (10) 49    
    737-700     36 - - 5 41    
    737-300     65 - - (2) 63    
    737-500     66 - - - - 66    
    Total Jet     371 22 32 425    
                     
    Regional Jet                
    ERJ-145XR     - - - - 6 6    
    ERJ-145     78 29 33 140    
    ERJ-135     18 12 12 42    
    Total Regional Jet     96 41 51 188    
                     
    Year End Total                
    Jet     371 393 425      
    Regional Jet     96 137 188      
    Total YE Jet Count     467 530 613      
                     
Firm Commitments Less Planned Retirements and Other Lease Expirations
                     
      Total @   Net Inductions and Exits Total @
Jet     YE 2000   2001E 2002E 2003E 2004E 2005E YE 2005E
777-200     16   - - 2 - - - - - - 18
DC10-30     17   (8) (4) (5) - - - - - -
767-400ER     4   2 10 4 2 2 24
767-200ER     3   7 - - - - - - - - 10
757-300     - -   2 6 7 - - - - 15
757-200     41   - - - - - - - - - - 41
737-900     - -   10 5 - - - - - - 15
737-800     58   15 20 - - - - - - 93
MD-80     65   (8) (13) (13) (14) (17) - -
737-700     36   - - 5 - - - - - - 41
737-300     65   - - (4) (18) (12) - - 31
737-500     66   - - (1) (2) - - - - 63
Total Jet     371   20 26 (27) (24) (15) 351
                     
Regional Jet                    
ERJ-145XR     - -   - - 6 31 36 2 75
ERJ-145     78   29 33 9 - - - - 149
ERJ-135     18   12 12 8 - - - - 50
Total Regional Jet     96   41 51 48 36 2 274
                     
Year End Total                    
Jet     371   391 417 390 366 351  
Regional Jet     96   137 188 236 272 274  
Total YE Jet Count     467   528 605 626 638 625