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): July 13, 2000
KITTY HAWK, INC.
(Exact name of registrant as specified in charter)
Delaware 0-25202 75-2564006
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
1515 West 20th Street
P.O. Box 612787
Dallas/Fort Worth
International Airport,
Texas 75261
(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code: (972) 456-2200
Not Applicable
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On July 13, 2000, Kitty Hawk met with the steering committee of holders of
its $340,000,000 principal amount Senior Secured Notes (the "NOTES"). At that
meeting the Company discussed liquidation analysis, projections, and asset sales
information. At the meeting, the Company proposed a stand-alone plan of
reorganization that contemplates (i) a conversion of a substantial part of the
Notes into equity of the Company and (ii) substantial dilution or cancellation
of all the Company's outstanding pre-petition equity securities.
On August 21, 2000, the Company and its subsidiaries filed the Debtors'
Joint Plan of Reorganization, dated August 21, 2000 (the "PLAN"), and the
accompanying Disclosure Statement (the "DISCLOSURE STATEMENT") in the United
States Bankruptcy Court for the Northern District of Texas, Fort Worth Division.
The hearing on the approval of the adequacy of the Disclosure Statement will be
held on September 20, 2000 at 8:00 a.m. before the Honorable Barbara J. Houser
at 1100 Commerce Street, 13th Floor, Dallas, Texas. Objections to the adequacy
of the Disclosure Statement must be filed and served by September 18, 2000.
The ultimate terms of any plan of reorganization will depend upon a
variety of factors beyond the control of the Company, including timing of and
values realized from asset dispositions, negotiations with all creditors
regarding allocations of available values among various creditors and equity
constituents, market conditions, interest rates, legal requirements for
confirmation of a plan, potential cancellation or modification of the Company's
material contracts, changes in operating costs, governmental regulations and
licensing, alternatives to a stand-alone plan such as a sale of all or part of
the Company's assets or some other business combination that the Company and its
creditors find more suitable for the Company's emergence from Chapter 11.
This Form 8-K, the Plan and the Disclosure Statement contain
forward-looking statements relating to business expectations, asset sales and
liquidation analysis. Business plans may change as circumstances warrant. Actual
results may differ materially as a result of many factors, some of which the
Company has no control over. Such factors include, but are not limited to:
worldwide business and economic conditions; recruiting and new business
solicitation efforts; product demand and the rate of growth in the air cargo
industry; the impact of competitors and competitive aircraft and aircraft
financing availability; the ability to attract and retain new and existing
customers; jet fuel prices; normalized aircraft operating costs and reliability,
aircraft maintenance delays and damage; regulatory actions, the demand for used
aircraft and aviation assets, contest for control of the Company; and the
Company's ability to negotiate favorable asset sales. These risk factors and
additional information are included in the Company's reports on file with the
Securities and Exchange Commissions.
The Company continues to confer with all of its creditors regarding
resolution of its Chapter 11 Case and those of its subsidiaries. The materials
contained in these public filings are preliminary only, are subject to
substantial and material modification. Therefore, no one should rely upon the
disclosure of such information in making any investment decisions. The
disclosures are not intended to be a solicitation of votes for any
reorganization of the Company.
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ITEM 7. EXHIBITS.
(c) Exhibits
99.1 Debtors' Joint Plan of Reorganization, dated August 21, 2000.
99.2 Disclosure Statement under 11 U.S.C.ss.1125 in Support of the
Debtors' Joint Plan of Reorganization dated August 21, 2000.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
KITTY HAWK, INC.
Date: August 22, 2000
By: /s/ TILMON J. REEVES
------------------------
Name: Tilmon J. Reeves
Title: Chairman of the Board and
Chief Executive Officer
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EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
------- -----------
99.1 Debtors' Joint Plan of Reorganization, dated August 21, 2000.
99.2 Disclosure Statement under 11 U.S.C.ss.1125 in Support of the
Debtors' Joint Plan of Reorganization dated August 21, 2000.
