8-KThe WireRoutine
Reg FD Disclosure
Filed Mar 15, 2021 · 5y ago · Accession 0001683168-21-000930
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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 15, 2021
DELTA AIR LINES, INC.
(Exact name of registrant
as specified in its charter)
Delaware
001-05424
58-0218548
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
P.O. Box 20706 , Atlanta , Georgia 30320-6001
(Address of principal executive offices)
Registrant’s telephone number, including
area code: (404) 715-2600
Registrant’s Website address: www.delta.com
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 (see General Instruction
A.2. below):
☐
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))
Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
Common Stock, par value $0.0001 per share
DAL
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act
of 1934 (17 CFR 240.12b-2).
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.
Delta Air Lines, Inc. (“Delta”)
issued today an Investor Update, which is furnished as Exhibit 99.1 to this Form 8-K.
In accordance with general instruction
B.2 of Form 8−K, the information in this report (including the exhibit) that is being furnished pursuant to Item 7.01 of
Form 8−K shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act, as
amended, or otherwise subject to liabilities of that section, nor shall they be deemed incorporated by reference in any filing
under the Securities Act of 1933, as amended, except as expressly set forth in such filing. This report will not be deemed an admission
as to the materiality of any information in the report that is required to be disclosed solely by Regulation FD.
Statements in this Form 8-K and Exhibit
99.1 that are not historical facts, including statements regarding our estimates, expectations, beliefs, intentions, projections,
goals, aspirations, commitments or strategies for the future, should be considered “forward-looking statements” under
the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation
Reform Act of 1995. Such statements are not guarantees or promised outcomes and should not be construed as such. All forward-looking
statements involve a number of risks and uncertainties that could cause actual results to differ materially from the estimates,
expectations, beliefs, intentions, projections, goals, aspirations, commitments and strategies reflected in or suggested by the
forward-looking statements. These risks and uncertainties include, but are not limited to, the material adverse effect that
the COVID-19 pandemic is having on our business; the impact of incurring significant debt in response to the pandemic; failure
to comply with the financial and other covenants in our financing agreements; the possible effects of accidents involving our aircraft;
breaches or security lapses in our information technology systems; breaches or lapses in the security of technology systems on
which we rely; disruptions in our information technology infrastructure; our dependence on technology in our operations; our commercial
relationships with airlines in other parts of the world and the investments we have in certain of those airlines; the effects of
a significant disruption in the operations or performance of third parties on which we rely; failure to realize the full value
of intangible or long-lived assets; labor issues; the effects of weather, natural disasters and seasonality on our business; the
cost of aircraft fuel; the availability of aircraft fuel; failure or inability of insurance to cover a significant liability at
Monroe’s Trainer refinery; the impact of environmental regulation on the Trainer refinery, including costs related to renewable
fuel standard regulations; our ability to retain senior management, key employees and our culture; significant damage to our reputation
and brand, including from exposure to significant adverse publicity; the effects of terrorist attacks or geopolitical conflict;
competitive conditions in the airline industry; interruptions or disruptions in service at major airports at which we operate or
significant problems associated with types of aircraft or engines we operate; the effects of extensive government regulation on
our business; the impact of environmental regulation and climate change risks on our business; and unfavorable economic or political
conditions in the markets in which we operate.
Additional information concerning risks
and uncertainties that could cause differences between actual results and forward-looking statements is contained in our Securities
and Exchange Commission filings, including our Annual Report on Form 10-K for the fiscal year ended December 31, 2020. Caution
should be taken not to place undue reliance on our forward-looking statements, which represent our views only as of March 15, 2021,
and which we undertake no obligation to update except to the extent required by law.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit 99.1 Investor Update
2
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.
DELTA AIR LINES, INC.
By: /s/ Garrett L. Chase
Date: March 15, 2021
Garrett L. Chase
Senior Vice President –
Business Development and Financial Planning and Interim Co-Chief Financial Officer
3
EXHIBIT INDEX
Exhibit Number
Description
Exhibit 99.1
Investor Update
4
Filing details
- Company
- DELTA AIR LINES, INC.
- Ticker
- DAL
- CIK
- 27904
- Form type
- 8-K
- Filing date
- Mar 15, 2021
- Report date
- Mar 15, 2021
- Document
- delta_i8k.htm
- Size
- 1.6 MB