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): May 20, 2003
HAWAIIAN HOLDINGS, INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE 1-31443 71-0879698
(State or Other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification Number)
3375 KOAPAKA STREET, SUITE G-350
HONOLULU, HAWAII 96819-1869
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (808) 835-3700
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
None.
(b) PRO FORMA FINANCIAL INFORMATION.
None.
(c) EXHIBITS.
EXHIBIT NUMBER DOCUMENT DESCRIPTION
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99.1 News release, dated May 20, 2003.
ITEM 9. REGULATION FD DISCLOSURE (ITEM 12, DISCLOSURE OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION)
The following information is being furnished under Item 12, "Disclosure
of Results of Operations and Financial Condition" in accordance with the interim
guidance provided by the Securities and Exchange Commission pursuant to SEC
Release Nos. 33-8216 and 34-47583.
On May 20, 2003, Hawaiian Holdings, Inc. (the "Company") issued a news
release announcing the Company's results of operations and financial condition
for the quarter ended March 31, 2003. A copy of the news release is filed as
Exhibit 99.1 to, and is incorporated by reference in, this current report on
Form 8-K.
This current report on Form 8-K contains "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995 that
reflect the current views of the Company and Hawaiian Airlines, Inc. ("Hawaiian
Airlines"), the Company's operating subsidiary, with respect to certain current
and future events and financial performance. Such forward-looking statements are
and will be, as the case may be, subject to many risks, uncertainties and
factors relating to the operations and business environments of the Company and
Hawaiian Airlines which may cause the actual results of the Company and Hawaiian
Airlines to be materially different from any future results, expressed or
implied, in such forward-looking statements. Factors that could cause actual
results to differ materially from these forward-looking statements include, but
are not limited to, the following: the ability of the Company and Hawaiian
Airlines to continue as a going concern; the ability of Hawaiian Airlines to
obtain court approval with respect to motions in the Chapter 11 proceeding
prosecuted by it from time to time; the ability of Hawaiian Airlines to develop,
prosecute, confirm and consummate one or more plans of reorganization with
respect to the Chapter 11 case; risks associated with third parties seeking to
propose and confirm one or more plans of reorganization with respect to the
Chapter 11 case; risks associated with the appointment of a Chapter 11 trustee
and, once appointed, the ability of the Chapter 11 trustee to successfully
manage the day-to-day operations of Hawaiian; risks associated with the Chapter
11 trustee or third parties seeking to convert the case to a Chapter 7 case; the
ability of Hawaiian Airlines to obtain and maintain normal terms with vendors
and service providers; the ability of Hawaiian Airlines to maintain contracts
that are critical to its operations; the potential adverse impact of the Chapter
11 case on the liquidity or results of operations of the Company and Hawaiian
Airlines; the ability of Hawaiian Airlines to fund and execute their business
plan; the ability of the Company and Hawaiian Airlines to attract, motivate
and/or retain key executives and associates; the ability of Hawaiian Airlines to
attract and retain customers; demand for transportation in the markets in which
Hawaiian Airlines operates; economic conditions; the effects of any hostilities
or act of war (in the Middle East or elsewhere) or any terrorist attack; labor
costs; financing costs; the cost and availability of aircraft insurance;
aviation fuel costs; security-related costs; competitive pressures on pricing
(particularly from lower-cost competitors); weather conditions; government
legislation and regulation; consumer perceptions of the products of Hawaiian
Airlines; and other risks and uncertainties set forth from time to time in the
Company's reports to the U.S. Securities and Exchange Commission.
Similarly, these and other factors, including the terms of any
reorganization plan ultimately confirmed, can affect the value of the various
pre-petition liabilities of Hawaiian Airlines and the common stock and/or other
equity securities of the Company. No assurance can be given as to what values,
if any, will be ascribed in the bankruptcy proceedings to each of these
constituencies, and it is possible that the Company's equity will be
restructured in a manner that will substantially reduce or eliminate any
remaining value. Accordingly, the Company urges that the appropriate caution be
exercised with respect to existing and future investments in any of these
liabilities and/or securities.
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: May 20, 2003 By: /s/ Christine R. Deister
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Name: Christine R. Deister
Title: Executive Vice President, Chief
Financial Officer and Treasurer