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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
August 19, 2003
Date of Report (Date of Earliest Event Reported)
Hawaiian Holdings, Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-31443 71-0879698
(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation or organization) Number) Identification No.)
885 Third Avenue, 34th Floor
New York, NY 10022
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (212) 888-5500
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ITEM 5. Other Events and Regulation FD Disclosure.
On August 19, 2003, Hawaiian Holdings, Inc. (the "Company") issued a news
release indicating that trading in shares of its common stock on the American
Stock Exchange ("Amex") has resumed. Trading in the shares had been halted by
Amex on July 14, 2003 in connection with the resignation of Mellon Investor
Services, LLC ("Mellon") as the Company's stock transfer agent. As previously
reported in the Company's Current Report on Form 8-K that was filed on August
15, 2003, the Company and Mellon entered into a new agreement reinstating
Mellon as stock transfer agent for the Company on August 15, 2003. The news
release also indicates that the Company is continuing its discussions with
Amex regarding its continued listing on Amex. 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 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 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 the
ability of the Chapter 11 trustee to successfully manage the day-to-day
operations of Hawaiian Airlines; 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 assurances 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 Company's equity will be
restructured in a manner that will substantially reduce or eliminate any
remaining value. In addition, other factors may also affect the liquidity and
value of the Company's securities. Such factors include: uncertainty as to
whether, or for how long the Company's securities will continue to be listed
or traded on Amex, and the uncertainty whether, should the Company's
securities cease to be listed or traded on Amex, a comparable or substitute
trading medium can be found. 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.
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ITEM 7. Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
Not Applicable/None
(b) Pro Forma Financial Information.
Not Applicable/None
(c) Exhibits.
Exhibit Number Document Description
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99.1 News Release, dated August 19, 2003
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SIGNATURE
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: August 20, 2003 By: Hawaiian Holdings, Inc.
By: /s/ John W. Adams
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John W. Adams
Chairman of the Board of Directors
and Chief Executive Officer
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