U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING SEC FILE NUMBER
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(Check One):
[ ] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11-K
[ x ] Form 10-Q and Form 10-QSB [ ] Form N-SAR
For Period Ended: September 30, 2004
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[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:
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Read Attached Instruction Sheet Before Preparing Form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates:
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Part I--Registrant Information
Full Name of Registrant
ATA Holdings Corp.
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Former Name if Applicable
N/A
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Address of Principal Executive Office (Street and Number)
7337 West Washington Street
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City, State and Zip Code
Indianapolis, Indiana 46231
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Part II--Rules 12b-25 (b) and (c)
If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)
[x] (a)The reasons described in reasonable detail in Part III of
this form could not be eliminated without unreasonable
effort or expense;
[x] (b)The subject annual report, semi-annual report, transition
report on Form 10-K, Form 20-F, 11-K, Form N-SAR or Form
N-CSR, or portion thereof, will be filed on or before the
fifteenth calendar day following the prescribed due date; or
the subject quarterly report or transition report on Form
10-Q, or portion thereof will be filed on or before the
fifth calendar day following the prescribed due date; and
[ ] (c)The accountant's statement or other exhibit required by
Rule 12b-25(c) has been attached if applicable.
Part III--Narrative
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR, and N-CSR, or the transition report or portion thereof, could not be
filed within the prescribed period.
(Attach Extra Sheets if Needed)
The Registrant's quarterly report on Form 10-Q for the quarter ended September
30, 2004 could not be filed at this time without unreasonable effort and
expense. As previously disclosed in the Registrant's Current Report on Form 8-K
filed on October 28, 2004, the Registrant and seven of its subsidiaries filed
voluntary petitions for relief under Chapter 11 of the United States Bankruptcy
Code in the United States Bankruptcy Court for the Southern District of Indiana.
The Registrant is in the process of negotiating the terms of a crucial
debtor-in-possession financing arrangement and a definitive agreement for the
sale of certain assets and assumption of liabilities which require intensive
consultation with creditors and other affected parties. The Registrant expects
to file its Form 10-Q in a timely manner, as permitted by Rule 12b-25 under the
Exchange Act.
Part IV--Other Information
(1) Name and telephone number of person to contact in regard to
this notification
Gilbert F. Viets (317) 247-4000
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under section 13 or
15(d) of the Securities Exchange Act of 1934 or section 30
of the Investment Company Act of 1940 during the preceding
12 months or for such shorter period that the registrant was
required to file such report(s) been filed? If the answer is
no, identify report(s).
[ x ] Yes [ ] No
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal
year will be reflected by the earnings statements to be
included in the subject report or portion thereof?
[ x ] Yes [ ] No
If so: attach an explanation of the anticipated change, both
narratively and quantitatively, and if appropriate, state
the reasons why a reasonable estimate of the results cannot
be made.
ATA Holdings Corp.
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(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: November 16, 2004 By: /s/ Gilbert F. Viets
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Gilbert F. Viets
Executive Vice President and
Chief Restructuring Officer
INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTACHMENT TO PART IV OF
FORM 12B-25 OF
ATA HOLDINGS CORP
WITH RESPECT TO ITS FORM 10-Q FOR THE
QUARTER ENDED SEPTEMBER 30, 2004
For the quarter and nine months ended September 30, 2004, ATA Holding Corp and
its Subsidiaries (the "Company") had an operating loss of $16.2 million and
$49.1 million, respectively, as compared to operating income of $29.5 million
and $86.9 million in the same periods of 2003. The Company had a net loss of
$30.9 million and $120.9 million in the third quarter and first nine months of
2004, respectively, as compared to a net income of $7.7 million and $40.0
million in the same periods of 2003. Net income (loss) per diluted common share
was ($2.65) and ($10.32) for the third quarter and nine months ended September
30, 2004, respectively, as compared to $0.53 and $2.65 for the same periods in
2003. The net loss for the nine months ended September 30, 2004 includes a
non-operating charge of $27.3 million related to a loss on extinguishment of
debt from the exchange offers completed on January 30, 2004. The net income for
the first nine months of 2003 includes the receipt of $37.2 million in U.S.
Government funds.
Operating revenues increased 3.5% to $401.2 million in the third quarter of
2004, as compared to $387.7 million in the same period of 2003, and increased
2.6% to $1.179 billion in the first nine months of 2004, as compared to $1.149
billion in the same period of 2003. Consolidated revenue per available seat mile
("RASM") decreased 0.5% to 7.42 cents and 0.1% to 7.24 cents in the third
quarter and first nine months of 2004, respectively, as compared to 7.46 cents
and 7.25 cents in the third quarter and first nine months of 2003. In the first
nine months of 2004, the Company's scheduled service revenues were adversely
affected by the industry's added capacity, which especially impacted the
Company's transcontinental and other east-west markets in early 2004. As a
result, the Company cancelled some of its east-west routes beginning in March
and April 2004 while continuing to review its other scheduled service markets.
In addition, in the first nine months of 2004 the Company continued to be
challenged by competitive pricing which included extraordinary fare discounting
by several airlines. The Company's third quarter 2004 scheduled service revenues
were also adversely impacted by the hurricanes in Florida. Military/government
revenue increased in the three and nine month ended September 30, 2004, as
compared to the same periods of 2003, mainly due to an increase in fuel
escalation revenue as a result of the increasing cost of fuel.
Operating expenses increased 16.5% to $417.4 million in the third quarter of
2004, as compared to $358.2 million in the comparable period of 2003, and
increased 15.5% to $1.228 billion in the first nine months of 2004, as compared
to $1.063 billion in the same period of 2003. Consolidated cost per available
seat mile ("CASM") increased 11.9% to 7.72 cents in the third quarter of 2004,
as compared to 6.90 cents in the third quarter of 2003, and increased 12.5% to
7.54 cents in the first nine months of 2004, as compared to 6.70 cents in the
same period of 2003. Operating expenses were primarily impacted by the
increasing cost of fuel, which resulted in a CASM increase of 0.53 cents and
0.32 cents in the third quarter and first nine months, respectively. In
addition, operating expenses for the first nine months of 2003 benefited from
the receipt of $37.2 million in U.S. Government funds for the reimbursement of
expenses incurred and revenue foregone related to enhanced aviation security
after September 11, 2001, which was recorded as a reduction to operating
expenses.
The Company's unrestricted cash balance was $57.6 million as of September 30,
2004, as compared to $150.0 million as of June 30, 2004.