<PAGE>
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: May 1, 1996
USAir Group, Inc.
(Commission file number: 1-8444)
and
USAir, Inc.
(Commission file number: 1-8442)
(Exact names of registrants as specified in their charters)
Delaware USAir Group, Inc. 54-1194634
(State of Incorporation USAir, Inc. 53-0218143
of both registrants) (I.R.S. Employer Identification Nos.)
USAir Group, Inc.
2345 Crystal Drive, Arlington, VA 22227
(Address of principal executive offices)
(703) 418-5306
(Registrant's telephone number)
USAir, Inc.
2345 Crystal Drive, Arlington, VA 22227
(Address of principal executive offices)
(703) 418-7000
(Registrant's telephone number)
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Item 5. Other Events
On April 24, 1996, USAir Group, Inc. ("USAir Group" or the
"Company") and USAir, Inc. ("USAir") disseminated a news release
disclosing results of operations for both companies for the first
three months of 1996.
USAir's Executive Vice President of Marketing, W. Thomas
Lagow, Lawrence M. Nagin, Executive Vice President of Corporate
Affairs and General Counsel for both USAir Group and USAir and John
W. Harper, Senior Vice President of Finance and Chief Financial
Officer for both companies, spoke with industry analysts on a
conference call following the public release of first quarter
results. Mr. Harper advised the analysts that the Company had
revised its estimate of the adverse effect on the Company's
revenues of the harsh winter weather and the partial government
shutdown, both of which occurred during January 1996, from
approximately $40 million to approximately $55 million. Mr. Harper
noted that the Company expects USAir's capacity for full-year 1996
(as measured by available seat miles or "ASMs") to decrease
approximately 2.5% compared to 1995 levels. Mr. Harper also
discussed aviation fuel prices, stating that the Company estimates
USAir's cost of aviation fuel per gallon for 1996 will be
approximately 3.5 cents higher than for 1995, however, the
Company's estimate is subject to changes in market factors and
conditions that are outside of the Company's control.
Mr. Lagow informed the analysts that the Company's bookings
for the second quarter were very strong and that the Company
expects yield to increase slightly for second quarter 1996 versus
second quarter 1995 results. Mr. Lagow also went on to discuss
electronic ticketing, which USAir began offering to customers in
early April 1996. He noted that consumer response to electronic
ticketing has been favorable and that the Company believes
electronic ticketing will help to reduce USAir's distribution
costs.
Mr. Harper also advised the analysts that the Company
continues to talk with the advisory counsel of the International
Association of Machinists and Aerospace Workers with respect to a
new contract, but the talks have only been periodic and general in
nature. He noted that the Company will begin contract talks with
USAir's other unionized employee groups as their current contracts
become open for negotiations.
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Item 7. Financial Statements and Exhibits
(c) Exhibits
Designation Description
- ----------- -----------
99 News release dated April 24, 1996 of USAir Group,
Inc. and USAir, Inc., with consolidated statements
of operations for each company.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange
Act of 1934, the registrants have duly caused this report to be
signed on their behalf by the undersigned thereunto duly autho-
rized.
USAir Group, Inc.
Date: May 1, 1996 By: /s/ James A. Hultquist
---------------------------------
James A. Hultquist
Controller
(Principal Accounting Officer)
USAir, Inc.
Date: May 1, 1996 By: /s/ James A. Hultquist
---------------------------------
James A. Hultquist
Controller
(Principal Accounting Officer)
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Exhibit 99
USAIR REPORTS LOSS FOR FIRST QUARTER, DOWN FROM `95
ARLINGTON, Va., April 24, 996 -- USAir Group, Inc. reported an
operating profit of $10.8 million and a net loss of $32.3 million
on operating revenues of $1.9 billion for the first quarter of
1996.
This compares to a first quarter 1995 operating loss of $42.0
million and a net loss of $96.9 million on revenues of $1.8 billion
- - an improvement of $64.6 million on a year-over-year basis.
While January and February were below plan as a result of the
harsh winter weather, March, with normal weather, was well over
plan.
"Even though USAir's costs remain the highest in the industry,
these results underscore the revenue potential and inherent
strength of our East Coast core business," said Stephen M. Wolf,
USAir chairman and CEO. Noting the year-over-year improvement, Wolf
said he nevertheless is "disappointed" with a loss in a quarter
when the industry is reporting higher earnings.
On a per-share basis, after allowing for a $22.3 million
preferred dividend requirement, the net loss applicable to
shareholders is $54.6 million, or .86 cents per share, as compared
to a loss of $117.5 million or $1.91 per share for the first
quarter of 1995.
On the operational side, available seat miles of 13.5 billion
were down from the 15.2 billion of the first quarter of 1995, while
revenue passenger miles of 8.7 billion were down from the 9.1
billion. The passenger load factor for the quarter was 64.6
percent, an improvement over the 59.7 percent of 1995's first
quarter. The average passenger journey was 673 miles, up from 659
miles in the first quarter of 1995.
Yields for the quarter were 17.81 cents, up from 16.37 cents
in the first quarter of 1995. Fuel costs averaged 58.61 cents, up
from 52.06 cents, although the increase was partially offset by a
decrease in gallons of fuel consumed from 299 million gallons in
the first quarter of 1995 to 266 million gallons in the first
quarter of 1996. This decrease primarily reflected the decreased
number of flights resulting from schedule changes implemented
starting mid-year in 1995. Revenue per available seat mile was
12.74 cents, up from 10.75 cents while cost per ASM was 12.81
cents, up from 11.08 cents.
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NEWS RELEASE
USAir Group, Inc.
Consolidated Statements of Operations
(Unaudited)
(in thousands, except per share amounts)
Three Months Ended
March 31,
----------------------- Percent
1996 1995 Change
---- ---- -------
Operating Revenues
Passenger Transportation $1,677,541 $1,586,384 5.7
Cargo and Freight 38,177 40,871 (6.6)
Other 152,704 136,083 12.2
--------- ---------
Total Operating Revenues 1,868,422 1,763,338 6.0
Operating Expenses
Personnel Costs 750,206 723,998 3.6
Aviation Fuel 164,058 162,217 1.1
Commissions 132,305 142,672 (7.3)
Aircraft Rent 113,191 109,701 3.2
Other Rent and Landing Fees 100,350 105,677 (5.0)
Aircraft Maintenance 99,973 87,661 14.0
Depreciation and Amortization 81,526 87,714 (7.1)
Other Expenses, Net 416,021 385,694 7.9
--------- ---------
Total Operating Expenses 1,857,630 1,805,334 2.9
--------- ---------
Operating Income (Loss) 10,792 (41,996) -
Other Income (Expense)
Interest Income 13,519 7,259 86.2
Interest Expense (67,793) (76,739) (11.7)
Interest Capitalized 1,449 4,165 (65.2)
Other, Net 10,786 10,428 3.4
--------- ---------
Other Income (Expense), Net (42,039) (54,887) (23.4)
--------- ---------
Income (Loss) Before Taxes (31,247) (96,883) (67.7)
Income Tax Provision (Credit) 1,046 - -
--------- ---------
Net Income (Loss) (32,293) (96,883) (66.7)
Preferred Dividend Requirement (22,274) (20,583) 8.2
--------- ---------
Net Income (Loss) Applicable to
Common Stockholders $ (54,567) $ (117,466) (53.5)
========= =========
Income (Loss) Per Common Share $ (0.86) $ (1.91) (55.0)
Shares Used For Computation (000) 63,618 61,627
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NEWS RELEASE
USAir, Inc.
(A Wholly-Owned Subsidiary of USAir Group, Inc.)
Consolidated Statements of Operations
(Unaudited)
(dollars in thousands)
Three Months Ended
March 31,
-----------------------
1996 1995 Change
---- ---- -------
Operating Revenues
Passenger Transportation $1,551,579 $1,486,590 4.4 %
Cargo and Freight 37,308 40,071 (6.9)%
Other 150,728 137,829 9.4 %
--------- ---------
Total Operating Revenues 1,739,615 1,664,490 4.5 %
Operating Expenses
Personnel Costs 713,751 693,564 2.9 %
Aviation Fuel 155,795 155,637 0.1 %
Commissions 123,535 134,924 (8.4)%
Aircraft Rent 102,415 100,831 1.6 %
Other Rent and Landing Fees 96,357 102,004 (5.5)%
Aircraft Maintenance 86,539 74,927 15.5 %
Depreciation and Amortization 77,738 83,659 (7.1)%
Other Expenses, Net 392,395 369,248 6.3 %
--------- ---------
Total Operating Expenses 1,748,525 1,714,794 2.0 %
--------- ---------
Operating Income (Loss) (8,910) (50,304) (82.3)%
Other Income (Expense)
Interest Income 13,410 7,154 87.4 %
Interest Expense (71,447) (73,105) (2.3)%
Interest Capitalized 1,449 4,165 (65.2)%
Other, Net 10,860 10,266 5.8 %
--------- ---------
Other Income (Expense), Net (45,728) (51,520) (11.2)%
--------- ---------
Income (Loss) Before Taxes (54,638) (101,824) (46.3)%
Income Tax Provision (Credit) 292 - - %
--------- ---------
Net Income (Loss) $ (54,930) $ (101,824) (46.1)%
========= =========
(continued on next page)
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Airline Operating and Financial Statistics (Note 1)
(* denotes scheduled service only) (c = cents)
Three Months Ended
March 31,
----------------------
1996 1995 Change
---- ---- -------
Revenue Passengers (Thousands)* 12,938 13,767 (6.0)%
Total Revenue Passenger Miles 8,788 9,191 (4.4)%
(Millions)
Revenue Passenger Miles 8,709 9,079 (4.1)%
(Millions)*
Total Available Seat Miles 13,583 15,334 (11.4)%
(Millions)
Available Seat Miles 13,493 15,206 (11.3)%
(Millions)*
Passenger Load Factor* 64.6% 59.7% 4.9 pts
Break Even Load Factor (Note 2) 67.1% 64.0% 3.1 pts
Yield* 17.81c 16.37c 8.8 %
Passenger Revenue per Available 11.50c 9.78c 17.6 %
Seat Mile*
Revenue per Available Seat Mile 12.74c 10.75c 18.5 %
(Note 2)
Cost per Available Seat Mile 12.81c 11.08c 15.6 %
(Note 2)
Average Passenger Journey (Miles)* 673 659 2.1 %
Average Stage Length (Miles)* 573 548 4.6 %
Revenue Aircraft Miles (Millions)* 102 118 (13.6)%
Cost of Jet Fuel Per Gallon 58.61c 52.06c 12.6 %
Gallons of Fuel Consumed 266 299 (11.0)%
(Millions)
Note 1: All operating statistics exclude flights operated by USAir,
Inc. under a wet lease arrangement with British Airways ("wet
lease").
Note 2: Financial statistics exclude the revenue and expense (which
amounts net to zero) generated under the wet lease arrangement. Wet
lease amounts of $8.8 million and $15.7 million have been excluded
from the first quarter results for 1996 and 1995, respectively,
from both Other Operating Revenues and Other Operating Expenses for
purposes of financial statistic calculations.
