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): March 10, 2014
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) |
(827) 825-4000
(827) 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 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)) |
| Item 7.01 | Regulation FD Disclosure |
On March 10, 2014, United Airlines, Inc., a wholly owned subsidiary of United Continental Holdings, Inc., issued a press release reporting its February 2014 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, 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 March 10, 2014 | |
| * | Furnished herewith electronically. |
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.
| UNITED CONTINENTAL HOLDINGS, INC. | ||
| UNITED AIRLINES, INC. | ||
| By: | /s/ Chris Kenny | |
|
| ||
| Name: | Chris Kenny | |
| Title: | Vice President and Controller | |
Date: March 10, 2014
EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1* | Press Release issued by United Airlines, Inc. dated March 10, 2014 | |
| * | Furnished herewith electronically. |
Exhibit 99.1
| News Release
United Airlines Worldwide Media Relations 872.825.8640 media.relations@united.com |
|
United Reports February 2014
Operational Performance
CHICAGO, Mar. 10, 2014 – United Airlines (UAL) today reported February 2014 operational results.
UAL’s February 2014 consolidated traffic (revenue passenger miles) decreased 0.3 percent and consolidated capacity (available seat miles) decreased 0.9 percent versus February 2013. UAL’s February 2014 consolidated load factor increased 0.5 points compared to February 2013.
The company’s operations were significantly impacted by winter storms in February, and in total UAL cancelled more than 11,000 flights during the month. Weather-driven cancellations reduced year-over-year capacity by approximately 3 percentage points.
About United
United Airlines and United Express operate an average of more than 5,300 flights a day to more than 360 airports across six continents. In 2013, United and United Express carried more passenger traffic than any other airline in the world and operated nearly two million flights carrying 139 million customers. United is delivering a more flyer-friendly experience, offering more premium-cabin flat-bed seats and extra-legroom, economy-class seating than any airline in North America. In 2013, United became the first U.S. global carrier to offer satellite-based Wi-Fi, including on long-haul overseas routes. The airline also features DIRECTV® on more than 200 aircraft, with more live television access than any airline in the world. United operates nearly 700 mainline aircraft and, in 2014, will take delivery of 35 new Boeing aircraft and welcome the E175 aircraft to United Express. Business Traveler magazine awarded United Best Airline for North American Travel for 2013, and readers of Global Traveler magazine have voted United’s MileagePlus program the Best Frequent-Flyer program for 10 consecutive years. Air Transport World named United the Eco-Aviation Airline of the Year Gold Winner in 2013. United is a founding member of Star Alliance, which provides service to 195 countries via 28 member airlines. More than 85,000 United employees reside in every U.S. state and in countries around the world. For more information, visit united.com or follow United on Twitter and Facebook. The common stock of United’s parent, United Continental Holdings, Inc., is traded on the NYSE under the symbol UAL.
United Reports February 2014 Operational Performance / Page 2
Preliminary Operational Results
| February | Year-to-Date | |||||||||||||||||||||||
| 2014 | 2013 | Change | 2014 | 2013 | Change | |||||||||||||||||||
| REVENUE PASSENGER MILES (000) |
||||||||||||||||||||||||
| Domestic |
6,215,683 | 6,268,837 | (0.8%) | 12,907,419 | 12,981,302 | (0.6%) | ||||||||||||||||||
| International |
5,635,403 | 5,657,893 | (0.4%) | 12,313,248 | 12,482,740 | (1.4%) | ||||||||||||||||||
| Atlantic |
2,061,870 | 2,075,934 | (0.7%) | 4,575,153 | 4,668,699 | (2.0%) | ||||||||||||||||||
| Pacific |
2,271,666 | 2,295,117 | (1.0%) | 4,945,124 | 4,985,525 | (0.8%) | ||||||||||||||||||
| Latin |
1,301,867 | 1,286,842 | 1.2% | 2,792,971 | 2,828,516 | (1.3%) | ||||||||||||||||||
| Mainline |
11,851,086 | 11,926,730 | (0.6%) | 25,220,667 | 25,464,042 | (1.0%) | ||||||||||||||||||
| Regional |
1,837,863 | 1,808,449 | 1.6% | 3,696,305 | 3,741,140 | (1.2%) | ||||||||||||||||||
| Consolidated |
13,688,949 | 13,735,179 | (0.3%) | 28,916,972 | 29,205,182 | (1.0%) | ||||||||||||||||||
| AVAILABLE SEAT MILES (000) |
||||||||||||||||||||||||
| Domestic |
7,381,687 | 7,519,334 | (1.8%) | 15,369,481 | 15,679,560 | (2.0%) | ||||||||||||||||||
| International |
7,646,825 | 7,642,493 | 0.1% | 16,124,287 | 16,345,000 | (1.4%) | ||||||||||||||||||
| Atlantic |
3,136,323 | 3,175,666 | (1.2%) | 6,637,565 | 6,733,335 | (1.4%) | ||||||||||||||||||
| Pacific |
2,889,578 | 2,794,447 | 3.4% | 6,087,555 | 6,039,869 | 0.8% | ||||||||||||||||||
| Latin |
1,620,924 | 1,672,380 | (3.1%) | 3,399,167 | 3,571,796 | (4.8%) | ||||||||||||||||||
| Mainline |
15,028,512 | 15,161,827 | (0.9%) | 31,493,768 | 32,024,560 | (1.7%) | ||||||||||||||||||
| Regional |
2,264,374 | 2,294,914 | (1.3%) | 4,621,767 | 4,805,272 | (3.8%) | ||||||||||||||||||
| Consolidated |
17,292,886 | 17,456,741 | (0.9%) | 36,115,535 | 36,829,832 | (1.9%) | ||||||||||||||||||
| PASSENGER LOAD FACTOR |
||||||||||||||||||||||||
| Domestic |
84.2% | 83.4% | 0.8 pts | 84.0% | 82.8% | 1.2 pts | ||||||||||||||||||
| International |
73.7% | 74.0% | (0.3) pts | 76.4% | 76.4% | 0.0 pts | ||||||||||||||||||
| Atlantic |
65.7% | 65.4% | 0.3 pts | 68.9% | 69.3% | (0.4) pts | ||||||||||||||||||
| Pacific |
78.6% | 82.1% | (3.5) pts | 81.2% | 82.5% | (1.3) pts | ||||||||||||||||||
| Latin |
80.3% | 76.9% | 3.4 pts | 82.2% | 79.2% | 3.0 pts | ||||||||||||||||||
| Mainline |
78.9% | 78.7% | 0.2 pts | 80.1% | 79.5% | 0.6 pts | ||||||||||||||||||
| Regional |
81.2% | 78.8% | 2.4 pts | 80.0% | 77.9% | 2.1 pts | ||||||||||||||||||
| Consolidated |
79.2% | 78.7% | 0.5 pts | 80.1% | 79.3% | 0.8 pts | ||||||||||||||||||
| ONBOARD PASSENGERS (000) |
||||||||||||||||||||||||
| Mainline |
6,374 | 6,452 | (1.2%) | 13,217 | 13,471 | (1.9%) | ||||||||||||||||||
| Regional |
3,269 | 3,303 | (1.0%) | 6,524 | 6,814 | (4.3%) | ||||||||||||||||||
| Consolidated |
9,643 | 9,755 | (1.1%) | 19,741 | 20,285 | (2.7%) | ||||||||||||||||||
| CARGO REVENUE TON MILES (000) |
||||||||||||||||||||||||
| Total |
182,913 | 170,201 | 7.5% | 363,248 | 340,391 | 6.7% | ||||||||||||||||||
(more)
United Reports February 2014 Operational Performance / Page 3
Preliminary Financial Results
| First Quarter 2014 estimated consolidated average price per gallon of fuel, including the impact of all cash settled hedges and fuel taxes |
3.14 – 3.19 | Dollars | ||||||||||
Preliminary Operational Results
| 2014 | 2013 | Change | ||||||||||||||
| February On-Time Performance1 |
70.0% | 80.8% | (10.8) | pts | ||||||||||||
| February Completion Factor2 |
96.7% | 98.0% | (1.3) | pts | ||||||||||||
| 1 | Based on domestic mainline scheduled flights arriving within 14 minutes of scheduled arrival time, according to data published in the DOT Air Travel Consumer Report |
| 2 | Mainline completion percentage |
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 financial 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,” “forecast,” “guidance,” “outlook” 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 report are based upon information available to us on the date of this report. 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: our ability to comply with the terms of our various financing arrangements; the costs and availability of financing; our ability to maintain adequate liquidity; our ability to execute our operational plans, 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; our ability to utilize our net operating losses; our ability to attract and retain customers; demand for transportation in the markets in which we operate; an outbreak of a disease that affects travel demand or travel behavior; demand for travel and the impact that global economic conditions have on customer travel patterns; excessive taxation and the inability to offset future taxable income; 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); our ability to cost-effectively hedge against increases in the price of aircraft fuel; any potential realized or unrealized gains or losses related to fuel or currency hedging programs; the effects of any hostilities, act of war or terrorist attack; 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; the costs and availability of aviation and other insurance; industry consolidation or changes in airline alliances; competitive pressures on pricing and on demand; our capacity decisions and the capacity decisions of our competitors; U.S. or foreign governmental legislation, regulation and other actions (including open skies agreements and environmental regulations); labor costs; our ability to maintain satisfactory labor relations and the results of the collective bargaining agreement process with our union groups; any disruptions to operations due to any potential actions by our labor groups; weather conditions; the possibility that expected merger synergies will not be realized or will not be realized within the expected time period; and other risks and uncertainties set forth under Item 1A, Risk Factors, of UAL’s Annual Report on Form 10-K, as well as other risks and uncertainties set forth from time to time in the reports we file with the SEC.
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