UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) May 26, 2005
ATA Holdings Corp.
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(Exact Name of Registrant as Specified in Its Charter)
Indiana
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(State or Other Jurisdiction of Incorporation)
000-21642 35-1617970
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(Commission File Number) (IRS Employer Identification No.)
7337 West Washington Street
Indianapolis, Indiana 46231
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(Address of Principal Executive Offices) (Zip Code)
(317) 247-4000
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
See Item 5.02 for a description of a Material Definitive Agreement, which
description is incorporated in this Item 1.01 by this reference.
Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
On May 26, 2005, ATA Holdings Corp. (the "Company") appointed Francis J. Conway
as Chief Financial Officer. Mr. Conway is a Managing Director of Navigant
Capital Advisors LLC ("Navigant") and leads the firm's restructuring practice.
Prior to joining Navigant, Mr. Conway served as the National Managing Partner
for Deloitte & Touche's Reorganization Services Group. Prior to joining Deloitte
& Touche, Mr. Conway was a Managing Director with KPMG and a First Vice
President with Lehman Brothers, Inc. A Certified Public Accountant, Mr. Conway
received a Bachelor of Science Degree in Accounting and Management from New York
University.
The Company has agreed to enter into an agreement with Navigant effective as of
May 18, 2005, that provides for Mr. Conway to serve as the Company's Chief
Financial Officer on an interim basis. Navigant shall be compensated for Mr.
Conway's services in the amount of $90,000.00 per month for the initial three
and one half (3 1/2) months of his service as interim CFO. Navigant shall be
paid $75,000.00 for each month thereafter, and shall be eligible for an
additional $15,000.00 per month if certain milestones in connection with the
Company's reorganization activities are achieved. Either the Company or Navigant
may terminate the engagement at any time. The agreement with Navigant is subject
to Bankruptcy Court approval.
Also on May 26, 2005, Gilbert Viets resigned from his position as Executive Vice
President and Chief Financial Officer, and has accepted the position of
Assistant to the Chairman. Among Mr. Viets' responsibilities will be the
potential sale of the assets of Ambassadair Travel Club, Inc., one of the
Company's subsidiaries.
On May 23, 2005, the Company appointed Subodh Karnik to the position of Senior
Vice President and Chief Commercial Officer. The Company delayed filing a Form
8-K concerning Mr. Karnik pending the public announcement made in Exhibit 99 to
this Report.
Mr. Karnik was previously employed by Delta Air Lines, most recently as its
Senior Vice President - Marketing Planning from 2001 to 2004. Prior to joining
Delta, Mr. Karnik was Staff Vice President - International Finance with
Continental Airlines and Director - Marketing Alliances with Northwest Airlines.
Mr. Karnik received a Bachelor of Science Degree in Mechanical Engineering from
Birla (India) Institute of Technology and Sciences and an MBA from the
University of Michigan. Mr. Karnik's annual compensation will be $270,000.00.
On June 2, 2005, the Company issued a press release relating to these and other
management changes. A copy of the press release is attached hereto as Exhibit 99
and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
99 Press Release, dated June 2, 2005.
SIGNATURES
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.
ATA Holdings Corp.
Date: June 2, 2005 By: /s/ Brian T. Hunt
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Name: Brian T. Hunt
Title: Senior Vice President & General Counsel