Report of unscheduled material events or corporate changes.

8-K
Document



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):

December 5, 2017

HAWAIIAN HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware
 
001-31443
 
71-0879698
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)

3375 Koapaka Street, Suite G-350
Honolulu, HI 96819
(Address of principal executive offices, including zip code)

(808) 835-3700
(Registrant’s telephone number, including area code)

Not Applicable
(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))

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 December 5, 2017, Hawaiian Holdings, Inc. (the “Company”) issued a press release reporting its system-wide traffic statistics for the month of November 2017, updating its expectations for certain fourth quarter and full year financial metrics and announcing a new $100 million stock repurchase program in effect through December 31, 2019, which is in addition to the current $100 million authorization under which the Company has repurchased $90.5 million, or 2.27 million shares, year to date. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

None of the information furnished in this report (including Exhibit 99.1) shall be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and unless expressly set forth by specific reference in such filings, shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date hereof and regardless of any general incorporation language in such filings.
 
Item 9.01 Financial Statements and Exhibits.
 
(d) Exhibits.
 





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.

 
 
HAWAIIAN HOLDINGS, INC.
 
 
Date: December 5, 2017 By:
/s/ Shannon L. Okinaka
 
 
Name: Shannon L. Okinaka
Title: Executive Vice President, Chief Financial Officer and Treasurer
 
 
 




Exhibit


Exhibit 99.1
NEWS

http://quotemedia.10kwizard.com/cgi/image?quest=1&rid=23&ipage=11924143&doc=3

FOR IMMEDIATE RELEASE
Tuesday, December 5, 2017
 
 
 
Investor Relations Contact:
Daniel Wong (808) 835-3291
Investor.Relations@HawaiianAir.com

Media Relations Contact:
Alex Da Silva (808) 835-3712
Alex.DaSilva@HawaiianAir.com
Hawaiian Airlines Reports November 2017 Traffic Statistics,
Updates Expected Fourth Quarter and Full Year Metrics, and Announces New Share Repurchase Authorization

HONOLULU – Hawaiian Airlines, Inc., a subsidiary of Hawaiian Holdings, Inc. (NASDAQ: HA) ("Company"), has announced its system-wide traffic statistics for the month of November and year to date. It also updated its expectations for certain fourth quarter and full year financial metrics and is announcing a new share repurchase authorization.

SYSTEM-WIDE OPERATIONS1 
NOVEMBER
2017
2016
% CHANGE
PAX
945,568
869,970
8.7%
RPMS (000)
1,327,946
1,249,075
6.3%
ASMS (000)
1,546,170
1,455,392
6.2%
LF
85.9%
85.8%
0.1 pts.

YEAR-TO-DATE
2017
2016
% CHANGE
PAX
10,504,678
10,123,319
3.8%
RPMS (000)
14,928,462
14,155,896
5.5%
ASMS (000)
17,361,329
16,795,372
3.4%
LF
86.0%
84.3%
1.7 pts.

PAX
Passengers transported
RPM
Revenue Passenger Miles; one paying passenger transported one mile
ASM
Available Seat Miles; one seat transported one mile
LF
Load Factor; percentage of seating capacity filled
1 Includes the operations of contract carriers under capacity purchase agreements.





Fourth Quarter & Full Year 2017 Outlook

The Company has revised certain of its expectations for the quarter and year ending December 31, 2017 that were previously provided in its Third Quarter 2017 Earnings Release on October 19, 2017.

Specifically, the Company revised its estimates for operating revenue per ASM for the quarter and year ending December 31, 2017, due to better than expected close-in bookings and improved cargo revenue, expressed as an expected percentage change compared to the results for the quarter and year ended December 31, 2016.

Item
 
Original Fourth Quarter 2017 Guidance
 
Revised Fourth Quarter 2017 Guidance
 
Original Full Year 2017 Guidance
 
Revised Full Year 2017 Guidance
 
Operating revenue per ASM
 
Down 1.0% to up 2.0%
 
Up 1.5% to up 3.5%
 
Up 5.0% to up 6.0%
 
Up 5.5% to up 6.5%
 


The Company also revised its estimate for economic fuel cost per gallon for the quarter ending December 31, 2017.

Item
 
Original Fourth Quarter 2017 Guidance
 
Revised Fourth Quarter 2017 Guidance
 
GAAP Equivalent
 
Original GAAP Fourth Quarter 2017 Guidance
 
Revised GAAP Fourth Quarter 2017 Guidance
Economic fuel cost per gallon (a)(b)
 
$1.75 to $1.85
 
$1.80 to $1.90
 
Fuel cost per gallon
 
$1.72 to $1.82
 
$1.82 to $1.92

(a)
See reconciliation of actual fuel costs to economic fuel costs.
(b)
Economic fuel cost per gallon estimates are based on the November 17, 2017 fuel forward curve.

The Company believes that economic fuel expense is a good measure of the effect of fuel prices on its business as it most closely approximates the net cash outflow associated with the purchase of fuel for its operations in a period. The Company defines economic fuel expense as GAAP fuel expense plus losses/(gains) realized through actual cash (receipts)/payments received from or paid to hedge counterparties for fuel hedge derivative contracts settled during the period.

New Share Repurchase Authorization
The Company is also announcing a new $100 million stock repurchase program in effect through December 31, 2019, which is in addition to the current $100 million authorization under which the Company has repurchased $90.5 million, or 2.27 million shares, year to date.
 









Non-GAAP Financial Reconciliations
(in thousands)









 
Estimated three months ending
December 31, 2017
 
 
(in thousands, except per-gallon amounts)
Aircraft fuel expense, including taxes and delivery
 
$
117,713
 
to
$
127,700
Realized (gains)/losses on settlement of fuel derivative contracts
 
(1,200)
 
to
(1,200)
Economic fuel expense
 
$
116,513
 
to
$
126,500
Fuel gallons consumed
 
64,729
 
to
66,579
Economic fuel cost per gallon
 
$
1.80
 
to
$
1.90

Safe Harbor Statement

This press release contains forward-looking statements that reflect the Company’s current views with respect to certain current and future events and financial performance including but not limited to the Company's expectations regarding operating revenue per ASM, fuel cost per gallon, and economic fuel cost per gallon for the quarter and full year ending December 31, 2017. These forward-looking statements are and will be, as the case may be, subject to many risks, uncertainties and assumptions relating to the Company’s operations and business environment which may cause the Company’s actual results for the quarter and full year ending December 31, 2017 to be materially different from any expected results, expressed or implied, in these forward-looking statements. These risks and uncertainties include, without limitation, the Company's ability to accurately forecast quarterly results. The Company undertakes no obligation to publicly update or revise any forward-looking statements to reflect events or circumstances that may arise after the date hereof even if experience or future changes make it clear that any projected results expressed or implied herein will not be realized. Additional information on risk factors that could potentially affect the Company’s operations and financial results may be found in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016, and subsequent filings with the Securities Exchange Commission.

About Hawaiian Airlines
Hawaiian®, the world’s most punctual airline as reported by OAG, has led all U.S. carriers in on-time performance for each of the past 13 years (2004-2016) as reported by the U.S. Department of Transportation. Consumer surveys by Condé Nast Traveler and Travel + Leisure have placed Hawaiian among the top of all domestic airlines serving Hawai‘i.

Now in its 89th year of continuous service, Hawaiian is Hawai‘i’s biggest and longest-serving airline. Hawaiian offers non-stop service to Hawai‘i from more U.S. gateway cities (11) than any other airline, along with service from Japan, South Korea, China, Australia, New Zealand, American Samoa and Tahiti. Hawaiian also provides approximately 170 jet flights daily between the Hawaiian Islands, with a total of more than 250 daily flights system-wide.

Hawaiian Airlines, Inc. is a subsidiary of Hawaiian Holdings, Inc. (NASDAQ: HA). Additional information is available at HawaiianAirlines.com. Follow updates on Twitter about Hawaiian (@HawaiianAir) and its special fare offers (@HawaiianFares), and become a fan on its Facebook page (Hawaiian Airlines). For career postings and updates, follow Hawaiian’s LinkedIn page.

For media inquiries, please visit Hawaiian Airlines’ online newsroom.