UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
| | x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE QUARTERLY PERIOD ENDED September 30, 2010
OR
| | ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE TRANSITION PERIOD FROM TO
COMMISSION FILE NUMBER: 000-49697
REPUBLIC AIRWAYS HOLDINGS INC.
(Exact name of registrant as specified in its charter)
| DELAWARE | 06-1449146 |
| (State or other jurisdiction of | (I.R.S. Employer Identification Number) |
| incorporation or organization) | |
8909 Purdue Road, Suite 300, Indianapolis, Indiana 46268
(Address of principal executive offices) (Zip Code)
(317) 484-6000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
þ Yes ¨ No
Indicated by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
¨ Yes ¨ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one)
Large accelerated filer ¨ | Accelerated filer þ | Non-accelerated filer ¨ | Smaller reporting company ¨ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
¨ Yes þ No
Number of shares of Common Stock outstanding as of the close of business on November 8, 2010: 34,373,023.
EXPLANATORY NOTE
This Quarterly Report on Form 10-Q/A is filed as Amendment No. 1 to the Registrant’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2010, originally filed with the Securities and Exchange Commission on November 8, 2010. This Form 10-Q/A is being filed to secure the Commission’s grant of our application for confidential treatment of our Letter Agreement COM 0191-10 by and between Embraer - Empresa Brasileira de Aeronáutica S.A. and Republic Airline Inc., dated as of November 3, 2010. We hereby amend Item 6(a) of Part II, only for the purpose of filing amended Exhibit 10.68 to the report. In addition, the Form 10-Q/A includes an updated signature page and certain currently dated certifications filed as Exhibits 31.1, 31.2, 32.1 and 32.2 hereto. This Form 10-Q/A does not change the Registrant’s previously reported consolidated financial statements or make any other changes to the Form 10-Q for the fiscal quarter ended September 30, 2010. Accordingly, this Form 10-Q/A should be read in conjunction with our subsequent filings with the Commission.
TABLE OF CONTENTS
| Part II - Other Information |
| Item 6. | Exhibits | 4 |
| | | |
| | Signatures | 5 |
| | |
| Exhibit 10.68* Letter Agreement COM 0191-10, by and between Embraer - Empresa Brasileira de Aeronáutica S.A. and Republic Airline Inc., dated as of November 3, 2010. | |
| | |
| Exhibit 31.1 Certification by Chief Executive Officer | |
| | |
| Exhibit 31.2 Certification by Chief Financial Officer | |
| | |
| Exhibit 32.1 Certification by Chief Executive Officer | |
| | |
| Exhibit 32.2 Certification by Chief Financial Officer | |
* A request for confidential treatment was filed for certain portions of the indicated document. Certain portions have been omitted and filed separately with the Commission as required by Rule 24b-2 of the Commission.
Part II. OTHER INFORMATION
| | 10.68* | Letter Agreement COM 0191-10, by and between Embraer - Empresa Brasileira de Aeronáutica S.A. and Republic Airline Inc., dated as of November 3, 2010. |
| | 31.1 | Certification by Bryan K. Bedford, Chairman of the Board, Chief Executive Officer and President of Republic Airways Holdings Inc., pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, in connection with Republic Airways Holdings Inc.’s Quarterly Report on Form 10-Q/A for the quarter ended September 30, 2010. |
| | 31.2 | Certification by Timothy P. Dooley, Senior Vice President and Chief Financial Officer of Republic Airways Holdings Inc., pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, in connection with Republic Airways Holdings Inc.’s Quarterly Report on Form 10-Q/A for the quarter ended September 30, 2010. |
| | 32.1 | Certification by Bryan K. Bedford, Chairman of the Board, Chief Executive Officer and President of Republic Airways Holdings Inc., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, in connection with Republic Airways Holdings Inc.’s Quarterly Report on Form 10-Q/A for the quarter ended September 30, 2010. |
| | 32.2 | Certification by Timothy P. Dooley, Senior Vice President and Chief Financial Officer of Republic Airways Holdings Inc., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, in connection with Republic Airways Holdings Inc.’s Quarterly Report on Form 10-Q/A for the quarter ended September 30, 2010. |
*A request for confidential treatment was filed for certain portions of the indicated document. Confidential portions have been omitted and filed separately with the Commission as required by Rule 24b-2 of the Commission.
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 thereunto duly authorized.
| | REPUBLIC AIRWAYS HOLDINGS INC. |
| | (Registrant) |
| | | |
| Dated: May 13, 2011 | By: | /s/ Bryan K. Bedford |
| | | Name: Bryan K. Bedford |
| | | Title: Chairman of the Board, Chief Executive Officer and President |
| | | (principal executive officer) |
| | | |
| Dated: May 13, 2011 | By: | /s/ Timothy P. Dooley |
| | | Name: Timothy P. Dooley |
| | | Title: Senior Vice President and Chief Financial Officer |
| | | (principal financial and accounting officer) |
