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): July 8, 2011

 

 

UNITED CONTINENTAL HOLDINGS, INC.

UNITED AIR LINES, INC.

CONTINENTAL AIRLINES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		001-06033		36-2675207
Delaware		001-11355		36-2675206
Delaware		001-10323		74-2099724
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification Number)

 

77 W. Wacker Drive, Chicago, IL		60601
77 W. Wacker Drive, Chicago, IL		60601
1600 Smith Street, Dept. HQSEO, Houston, Texas		77002
(Address of principal executive offices)		(Zip Code)

(312) 997-8000

(312) 997-8000

(713) 324-2950

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))

 

 

 

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Item 8.01

Other Events

On July 8, 2011, United Continental Holdings, Inc. issued a press release reporting the June 2011 operational performance of United Air Lines, Inc. and Continental Airlines, Inc., its wholly owned subsidiaries. The press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits.

 

Exhibit No.		Description
99.1*		Press Release issued by United Continental Holdings, Inc. dated July 8, 2011

 

*	Filed herewith electronically.

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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.

 

Date: July 8, 2011

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EXHIBIT INDEX

 

Exhibit No.		Description
99.1*		Press Release issued by United Continental Holdings, Inc. dated July 8, 2011

 

*	Filed herewith electronically.

Exhibit 99.1

UNITED CONTINENTAL HOLDINGS REPORTS JUNE 2011

OPERATIONAL PERFORMANCE FOR UNITED AND CONTINENTAL

CHICAGO, July 8, 2011 – United Continental Holdings, Inc. (NYSE: UAL) today reported June 2011 operational results for United Air Lines, Inc. and Continental Airlines, Inc.

United and Continental’s combined consolidated traffic (revenue passenger miles) in June 2011 decreased 0.9 percent versus pro forma June 2010 results on a consolidated capacity (available seat miles) increase of 0.6 percent. The carriers’ combined consolidated load factor in June 2011 was down 1.3 points compared to the pro forma results from the same period last year.

United and Continental’s June 2011 combined consolidated and mainline passenger revenue per available seat mile (PRASM) each increased an estimated 4.0 to 5.0 percent compared to the pro forma results from June 2010.

June year-over-year PRASM growth was reduced due to the impact of the company’s trans-Atlantic joint-venture revenue-sharing agreement, which is accounted for as Passenger Revenue. The second quarter impact of this agreement is booked entirely in June. While the agreement was executed in the fourth quarter of 2010, revenue-sharing aspects of the joint venture are retroactive to Jan. 1, 2010, and activity related to revenue-sharing obligations in the first nine months of 2010 was recorded as Other Operating Expense in the fourth quarter of 2010. Therefore, revenue results for the first three quarters of 2010 do not reflect the negative impact of the joint-venture obligation. In addition to the joint-venture impact, June 2010 revenue results also included an accounting adjustment related to interline billings that increased the company’s June 2010 year-over-year PRASM growth by approximately 2 percentage points.

About United Continental Holdings, Inc.

United Continental Holdings, Inc. (NYSE: UAL) is the holding company for both United Airlines and Continental Airlines. Together with United Express, Continental Express and Continental Connection, these airlines operate an average of 5,820 flights a day to 373 airports on six continents from their hubs in Chicago, Cleveland, Denver, Guam, Houston, Los Angeles, New York/Newark Liberty, San Francisco, Tokyo and Washington, D.C. United and Continental are members of Star Alliance, which offers 21,000 daily flights to 1,160 airports in 181 countries. United and Continental’s more than 80,000 employees reside in every U.S. state and in many countries around the world. For more information about United Continental Holdings, Inc., go to

 

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UAL REPORTS JUNE 2011 OPERATIONAL PERFORMANCE/Page 2

 

UnitedContinentalHoldings.com. For more information about the airlines, see united.com and continental.com or follow on Twitter and Facebook.

UCH Preliminary Operational Results

 

		June												Year-to-Date
		2011				2010 Pro Forma				Change				2011				2010 Pro Forma				Change
REVENUE PASSENGER MILES (000)
Domestic			8,863,199				8,940,885				(0.9	)%			46,353,427				47,317,701				(2.0	)%
International			7,973,308				8,071,983				(1.2	)%			42,397,490				41,841,320				1.3	%
Atlantic			3,836,225				3,914,752				(2.0	)%			18,897,780				18,450,881				2.4	%
Pacific			2,780,130				2,836,400				(2.0	)%			15,110,802				15,289,545				(1.2	)%
Latin America			1,356,953				1,320,831				2.7	%			8,388,908				8,100,894				3.6	%
Mainline			16,836,507				17,012,868				(1.0	)%			88,750,917				89,159,021				(0.5	)%
Regional			2,375,306				2,378,451				(0.1	)%			12,458,291				12,589,480				(1.0	)%
Consolidated			19,211,813				19,391,319				(0.9	)%			101,209,208				101,748,501				(0.5	)%
AVAILABLE SEAT MILES (000)
Domestic			10,022,779				10,070,071				(0.5	)%			55,135,294				56,216,320				(1.9	)%
International			9,351,877				9,229,209				1.3	%			53,723,216				51,278,533				4.8	%
Atlantic			4,426,256				4,393,296				0.8	%			24,381,347				22,778,384				7.0	%
Pacific			3,221,438				3,209,693				0.4	%			18,552,543				18,387,862				0.9	%
Latin America			1,704,183				1,626,220				4.8	%			10,789,326				10,112,287				6.7	%
Mainline			19,374,656				19,299,280				0.4	%			108,858,510				107,494,853				1.3	%
Regional			2,927,917				2,879,401				1.7	%			16,319,976				16,181,690				0.9	%
Consolidated			22,302,573				22,178,681				0.6	%			125,178,486				123,676,543				1.2	%
PASSENGER LOAD FACTOR
Domestic			88.4	%			88.8	%			(0.4	)pts			84.1	%			84.2	%			(0.1	)pt
International			85.3	%			87.5	%			(2.2	)pts			78.9	%			81.6	%			(2.7	)pts
Atlantic			86.7	%			89.1	%			(2.4	)pts			77.5	%			81.0	%			(3.5	)pts
Pacific			86.3	%			88.4	%			(2.1	)pts			81.4	%			83.2	%			(1.8	)pts
Latin America			79.6	%			81.2	%			(1.6	)pts			77.8	%			80.1	%			(2.3	)pts
Mainline			86.9	%			88.2	%			(1.3	)pts			81.5	%			82.9	%			(1.4	)pts
Regional			81.1	%			82.6	%			(1.5	)pts			76.3	%			77.8	%			(1.5	)pts
Consolidated			86.1	%			87.4	%			(1.3	)pts			80.9	%			82.3	%			(1.4	)pts
ONBOARD PASSENGERS
Mainline			8,836				9,006				(1.9	)%			47,527				48,635				(2.3	)%
Regional			4,173				4,183				(0.2	)%			22,062				22,398				(1.5	)%
Consolidated			13,009				13,189				(1.4	)%			69,589				71,033				(2.0	)%
CARGO REVENUE TON MILES (000)
Total			215,430				259,235				(16.9	)%			1,369,399				1,517,981				(9.8	)%

 

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UAL REPORTS JUNE 2011 OPERATIONAL PERFORMANCE/Page 3

 

Preliminary Financial Results

 

May 2011 year-over-year consolidated PRASM change							14.9	%
May 2011 year-over-year mainline PRASM change							14.8	%
June 2011 estimated year-over-year consolidated PRASM change							4.0 – 5.0	%
June 2011 estimated year-over-year mainline PRASM change							4.0 – 5.0	%
June 2011 estimated consolidated average price per gallon of fuel, including fuel taxes							3.13	Dollars
Second Quarter 2011 estimated consolidated average price per gallon of fuel, including fuel taxes							3.10	Dollars

Preliminary June Operational Results for United and Continental

 

United Airlines		2011				2010				Change
On-Time Performance1			74.6	%			79.5	%			(4.9	) pts
Completion Factor2			98.1	%			98.7	%			(0.6	) pts
Continental Airlines		2011				2010				Change
On-Time Performance1			74.8	%			80.8	%			(6.0	)pts
Completion Factor2			99.8	%			99.9	%			(0.1	)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

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 which 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: 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; 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 aviation fuel and energy refining capacity in relevant markets); our ability to cost-effectively hedge against increases in the price of aviation 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; the costs associated with security measures and practices; 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); 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 our 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. Consequently, forward-looking statements should not be regarded as representations or warranties by us that such matters will be realized.

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