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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
(X) AMENDMENT NO. 1 TO ANNUAL REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended March 31, 1996
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 No. 0-14719
SKYWEST, INC.
Incorporated under the Laws of Utah 87-0292166
(IRS Employer ID No.)
444 South River Road
St. George, Utah 84790
(801) 634-3000
Securities Registered Pursuant to Section 12(b) of the Act: None
Securities Registered Pursuant to Section 12(g) of the Act:
Common Stock, No Par Value
Indicate by check mark whether the registrant (1) has filed all
documents and reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or 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.
YES X NO
--- ---
The aggregate market value of Common Stock held by non-affiliates
(based upon the closing sale price of the Common Stock on the NASDAQ National
Market System) on June 20, 1996, was approximately $129,231,000.
As of June 20, 1996, there were 10,047,208 shares of Common Stock
outstanding.
Documents Incorporated by Reference
Portions of the Registrant's Annual Report to Shareholders for the
fiscal year ended March 31, 1996, are incorporated by reference in Part II as
specified.
Portions of the Registrant's Proxy Statement to be used in connection
with the solicitation of proxies to be voted at the Registrant's 1996 Annual
Meeting of Shareholders, to be filed with the Commission, are incorporated by
reference in Part III as specified.
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in the definitive proxy statement
incorporated by reference in Part III of this Form 10-K/A, or any amendment to
this Form 10-K/A. /X/
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AMENDMENT NO. 1
The Registrant hereby amends its Annual Report on Form 10-K for the fiscal
year ended March 31, 1996, previously filed with the Commission (the "Annual
Report") soley for the purpose of refiling Exhibit 10.18 to such Annual Report,
portions of which are the subject of a request for CONFIDENTIAL TREATMENT
pursuant to Rule 24b-2 promulgated under the Securities and Exchange Act of
1934, as amended, submitted by the Registrant to the Commission. This Amendment
does not include any revisions to the text of such Annual Report.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, as amended, the Registrant has duly caused this Amendment
No. 1 to Annual Report to be signed on its behalf by the undersigned, thereunto
duly authorized.
SKYWEST, INC.
By: /s/ Jerry C. Atkin
----------------------------------
Jerry C. Atkin
Chairman, President and Chief
Executive Officer
Dated: November 19, 1996
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Incorporated by Filed
Number Exhibit Reference Herewith
------ ------- --------- --------
3.1 Restated Articles of Incorporation............................................. (1)
3.2 Amended By-Laws................................................................ (6)
4.1 Articles IV and VI of Restated Articles of
Incorporation describing the Common Shares
and shareholders rights (included in
Exhibit 3.1)................................................................... (1)
4.2 Article II of the Amended By-Laws defining the
rights of Common Shareholders (included in
Exhibit 3.2)................................................................... (6)
10.1 SkyWest, Inc. Amended and Combined Incentive and
Non-Statutory Stock Option Plan................................................ (6)
10.2 Delta Connection agreement dated January 13, 1987
between Delta Air Lines, Inc. and SkyWest
Airlines, Inc.................................................................. (2)
10.3 Stock Option agreement dated January 28,
1987 between Delta Air Lines, Inc. and
SkyWest, Inc................................................................... (2)
10.4 Purchase Agreement No. 382 COI/85 dated
December 27, 1985 between EMBRAER-Empresa
Brasileira de Aeronautica S.A. and
SkyWest Airlines, Inc., as amended by a
Letter Supplement dated December 30,
1985 and an Amendment dated January 30, 1986................................... (1)
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Incorporated by Filed
Number Exhibit Reference Herewith
- ------ ------- --------- --------
10.5 Aircraft Lease dated December 29,
1986 between EFA Leasing Company and
SkyWest Airlines, Inc. (N2698C)................................................ (3)
10.6 Aircraft Lease dated December 29, 1986
between EFA Leasing Company and SkyWest
Airlines, Inc. (N26974)........................................................ (3)
10.7 Aircraft Lease dated December 29, 1986
between EFA Leasing Company and SkyWest
Airlines, Inc. (N2699Y)........................................................ (3)
10.10 Aircraft Lease dated October 31, 1988
between CIT Group/Capital Financing, Inc.
and SkyWest Airlines, Inc. (N2720B,
N27220, N2724S)................................................................ (4)
10.11 Aircraft Lease dated December 12, 1988
between Heleasco Fourteen, Inc. and
SkyWest Airlines, Inc. (N27240, N2726N,
N2725D)........................................................................ (4)
10.12 Aircraft Lease dated April 10, 1989 between
Wilmington Trust Company, and SkyWest
Airlines, Inc. (N27297, N27278, N2730P)........................................ (5)
10.13 Lease Agreement dated December 1,1989 between
Salt Lake City Corporation and SkyWest Airlines,
Inc............................................................................ (7)
10.14 Purchase Agreement No. DSP/AJV-30B/93 dated
March 30, 1993, between EMBRAER-Empresa
Brasileira de Aeronautica S.A. and
SkyWest Airlines, Inc., as amended by a
Letter of Supplement dated May 17, 1993........................................ (8)
10.15 Purchase Agreement dated July 23,1993 between
Bombardier Regional Aircraft Division and
SkyWest Airlines, Inc.......................................................... (9)
10.16 Purchase agreement No. DSP/AJV-042/95 dated
June 9, 1995 between Embraer-Empresa
Brasileira de Aeronautica S.A. and
SkyWest Airlines, Inc......................................................... (10)
10.17 SkyWest, Inc. 1995 Employee
Stock Purchase Plan........................................................... (10)
10.18 Marketing and Code Sharing Agreement dated
October 24, 1996 between Continental Airlines,
Inc. and SkyWest Airlines, Inc................................................ X
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Incorporated by Filed
Number Exhibit Reference Herewith
- ------ ------- --------- --------
11.0 Computation of earnings per share................................................. (11)
13.1 Certain portions of the Annual Report to Shareholders
for the year ended March 31, 1996, are incorporated
by reference into this report on Form 10-K........................................ (11)
22.1 Subsidiaries of the Registrant................................................... (1)
24.1 Consent of independent public accountants......................................... (11)
(1) Incorporated by reference to Registration Statement on Form S-1,
File No. 33-5823.
(2) Incorporated by reference to Registrant's 10-Q filed for the
quarter ended December 31, 1986.
(3) Incorporated by reference to Registrant's Form 10-K filed for the
year ended March 31, 1987.
(4) Incorporated by reference to Registrant's Form 10-K filed for the
year ended March 31, 1989.
(5) Incorporated by reference to Registrant's Form 10-K filed for the
year ended March 31, 1990.
(6) Incorporated by reference to Registration Statement on Form S-8,
File No. 33-41285.
(7) Incorporated by reference to Registrant's Form 10-K filed for the
year ended March 31, 1992.
(8) Incorporated by reference to Registration Statement on Form S-2,
File No. 33-61958.
(9) Incorporated by reference to Registrant's Form 10-K filed for the
year ended March 31, 1994.
(10) Incorporated by reference to Registrant's Form 10-K filed for the
year ended March 31, 1995.
(11) Incorporated by reference to Registrant's Form 10-K for the year
ended March 31, 1996.