Item 8.01 Other Events.

In connection with the ongoing financing activities of Hawaiian Holdings, Inc. (the "Company"), the Company is issuing this Current Report on Form 8-K and intends to provide prospective investors the disclosures below.

Financial Results for the Fourth Fiscal Quarter and Fiscal Year 2020

Hawaiian Holdings Reports 2020 Fourth Quarter and Full Year Financial Results

HONOLULU - January 26, 2021 - Hawaiian Holdings, Inc. (NASDAQ: HA) (the "Company"), parent company of Hawaiian Airlines, Inc. ("Hawaiian"), today reported its financial results for the fourth quarter and full year 2020.

Fourth Quarter 2020 - Key Financial Metrics


                                               GAAP                       YoY Change                    Adjusted                   YoY Change
Net Loss                                    $(162.6)M                     $(212.3)M                     $(172.8)M                  $(218.8)M
Diluted EPS                                  $(3.50)                       $(4.57)                       $(3.71)                    $(4.70)
Pre-tax Margin                               (152.8)%                    (162.4) pts.                   (145.2)%                  (154.1) pts.


Full Year 2020 - Key Financial Metrics


                                               GAAP                       YoY Change                    Adjusted                 YoY Change
Net Loss                                    $(510.9)M                     $(734.9)M                    $(551.0)M                 $(769.9)M
Diluted EPS                                  $(11.08)                      $(15.79)                     $(11.96)                  $(16.56)
Pre-tax Margin                               (82.9)%                     (93.7) pts.                    (87.2)%                 (97.7) pts.


Statistical data, as well as a reconciliation of the reported non-GAAP financial measures, can be found in the accompanying tables.

Liquidity and Capital Resources

As of December 31, 2020 the Company had:

•Unrestricted cash, cash equivalents and short-term investments of $864 million. •Outstanding debt and finance lease obligations of $1.3 billion. •Air traffic liability of $534 million.

In January 2021, the Company applied to participate in the Payroll Support Program Extension program (the "PSP Extension"), part of the Consolidated Appropriations Act of 2021, and expects to receive approximately $168 million in funds through the program.



Fourth Quarter 2020

On October 15, 2020, the Company reached an important inflection point in its
recovery from the COVID-19 pandemic with the re-opening of Hawai'i to tourism
through the launch of the State of Hawai'i's pre-travel testing program, which
allows guests to avoid quarantine with evidence of a negative COVID-19 test,
subject to certain island-specific requirements.

During the fourth quarter, the Company reinstated non-stop service from Honolulu
to Las Vegas, Phoenix, San Jose, Oakland, New York and Boston, restoring service
to all of its pre-pandemic origin points on the U.S. mainland, as well as
non-stop service from Honolulu to Tokyo-Haneda, Japan; Osaka, Japan; and Seoul,
South Korea. While the Company doubled its capacity as compared to the third
quarter of 2020, its capacity was down 72% compared to the same period in 2019.

As testing is key to the resumption of Hawai'i travel, the Company launched an
array of testing options for travelers, including access to mail-in test kits
and proprietary drive-through testing labs in select U.S. mainland gateways.

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To increase liquidity, the Company raised approximately $41 million in net
proceeds through the sale of approximately 2.1 million shares of common stock
under the Company's at-the-market offering program (ATM Program) during the
fourth quarter. The Company may sell up to 5 million shares in total under the
ATM Program.

On October 1, 2020, the Company implemented both permanent and extended
voluntary leave programs with each of its workgroups. In total, the Company
reduced its workforce by approximately 2,400 employees, or more than 32 percent
of all employees, of which approximately 2,100 were through voluntary means. As
of January 26, 2021, all employees who were subject to an involuntary furlough
between October 1, 2020 and January 15, 2021 have been sent recall notices
pursuant to the PSP Extension.

In October 2020, the Company executed an amendment with the U.S. Treasury
increasing the total amount of the CARES Act Economic Relief Program (ERP) loan
under the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) from
$420 million to $622 million, of which $577 million is undrawn. The Company has
until May 28, 2021 to determine how much of the remaining ERP funds to borrow.

In October 2020, the Company reached an agreement with Boeing to delay 787-9
deliveries under its purchase agreement for 10 aircraft. The Company expects to
take delivery of 787-9 aircraft from 2022 to 2026 with its first aircraft to be
delivered in September 2022.

Guest Experience

During the fourth quarter, the Company continued its enhanced cleaning procedures and guest-facing protocols in an effort to minimize the risk of transmission of COVID-19, including:



•Performing enhanced aircraft cleaning between flights and during overnight
parking, including recurring electrostatic spraying of all aircraft.
•Frequent cleaning and disinfecting of counters and self-service check-in kiosks
in airports.
•Ensuring hand sanitizers are readily available for guests at airports we serve.
•Requiring guests and guest facing employees to wear a face mask or covering,
with guests required to wear masks from check-in to deplaning (except when
eating or drinking on board).
•Modifying boarding and deplaning processes.
•Modifying in-flight service to minimize close interactions between crew members
and guests.
•Eliminating change fees on all domestic and international flights in order to
provide guests with travel flexibility across the Company's network.

During the first quarter of 2021, the Company, in coordination with the State of
Hawai'i, will implement the Hawai'i Pre-Clear Program across its mainland
network to improve the arrivals process for its guests by validating the State's
pre-travel testing requirement prior to departure.

First Quarter 2021 Outlook



The Company announced on December 8, 2020 that it will launch four new routes in
March and April 2021; nonstop flights from Honolulu to Austin, Texas; Orlando,
Florida, and Ontario, California as well as a new flight from Long Beach,
California to Maui.

The Company expects its first quarter 2021 capacity to be down about 50% compared to the first quarter of 2019, with the State of Hawai'i's pre-travel testing program anticipated to remain in place throughout the first quarter.

The Company expects its full year 2021 capital expenditures to be approximately $50 - $70 million.

Statistical information, as well as a reconciliation of the non-GAAP financial measures, can be found in the accompanying tables.

--------------------------------------------------------------------------------




Other Recent Developments

Recent Developments

Impact of COVID-19

Due to the rapid and unprecedented spread of COVID-19, what began with the
Company's suspension of service to South Korea and Japan in late February 2020
accelerated in March 2020 when governments instituted requirements of
self-isolation or quarantine for incoming travel. This was followed by the
announcement in late March 2020 and early April 2020 of a 14-day mandatory
quarantine for all travelers to and within the State of Hawai'i, respectively.
On December 17, 2020, the mandatory self-quarantine period in the State of
Hawai'i was reduced from 14 to 10 days. These restrictions, combined with the
ongoing spread and impact of the COVID-19 pandemic globally, have continued to
significantly suppress customer demand, which remains at historically low
levels.

Restrictions on travel to and within the State of Hawai'i as well as travel to
and from various international locations (including international locations
within the Company's network) remain in effect. Since October 15, 2020, the
State of Hawai'i has allowed travelers coming to Hawai'i from the mainland U.S.
to bypass the 10-day quarantine requirement with proof of a negative COVID-19
test from a state-approved testing partner (the "pre-travel testing program"),
and the pre-travel testing program has since been expanded to include
international travelers from Japan and Canada. The State of Hawai'i and counties
within the state continue to evaluate and update testing requirements for travel
to and within the state, including the required timing of receipt of testing
results and the expansion of the pre-travel testing program to travelers from
other international locations.

Following the announcement and implementation of the pre-travel testing program,
the Company saw an increase in bookings and has begun rebuilding its North
America, Neighbor Island and International flight schedules commensurate with
anticipated increases in demand. During the fourth quarter, the Company
reinstated non-stop service from Honolulu, Hawai'i to Las Vegas, Nevada,
Phoenix, Arizona, San Jose and Oakland, California, New York, New York and
Boston, Massachusetts, thereby restoring service to all of the Company's
pre-pandemic origin points on the U.S. mainland, as well as non-stop service
from Honolulu to Tokyo-Haneda and Osaka, Japan, and Seoul, South Korea. While
the Company doubled its capacity during the fourth quarter of 2020, as compared
to the third quarter of 2020, the Company's capacity was down approximately 72%
compared to the same period in 2019. In December 2020, the Company announced the
addition of three new U.S. mainland destinations: Austin, Texas, Orlando,
Florida, and Ontario, California with service to and from Honolulu, Hawai'i
beginning on April 21, March 11, and March 16, 2021, respectively. The Company
also announced expanded service with a daily non-stop flight between Kahului,
Hawai'i and Long Beach, California beginning in March 2021.

New bookings for travel from the Company's mainland markets for January through
March 2021 have moderated somewhat since the period immediately following the
implementation of the pre-travel testing program and are currently at about
one-third of 2019 levels. The Company attributes this to recent changes in the
pre-travel testing program, the resurgence of COVID-19 infections in the U.S.
and internationally, implementation of restrictions and quarantines in certain
key origin points, and other factors affecting public sentiment.

While certain markets have reopened, others, particularly international markets,
remain closed or continue to enforce extended quarantines, including as new
strains of COVID-19 are identified. There can be no assurance whether, at some
point, the State of Hawai'i or counties within the state may limit or suspend
the pre-travel testing program should the prevalence of the COVID-19 pandemic
worsen. For example, the County of Kaua'i suspended its participation in the
statewide pre-travel testing program in late November and, effective January 5,
2021, resumed its participation in the pre-travel testing program for
interisland travelers and instituted an Enhanced Movement Quarantine pre- and
post-travel testing program for transpacific travelers. The U.S. government and
international governments could also impose, extend or otherwise modify
existing, travel restrictions on international travel into the United States.
For example, on January 21, 2021, President Biden issued an Executive Order
Promoting COVID-19 Safety in Domestic and International Travel, which will
require international travelers to produce proof of a recent negative COVID-19
test prior to entry and comply with other applicable guidelines issued by the
U.S. Centers for Disease Control and Prevention concerning international travel,
including recommended periods of self-quarantine after entry into the U.S.
Details of these requirements are forthcoming. While the impact of such
regulatory

--------------------------------------------------------------------------------

changes remains uncertain, pre-travel testing and quarantine requirements may
decrease new bookings and increase cancellations of current bookings. As a
result of all the above factors and the Company's results to date, the Company
expects its bookings, revenue and results of operations to continue to be
volatile with revenue trends experienced in the fourth quarter of 2020 to
continue in the first quarter of 2021. These results and trends may decrease
from its existing or anticipated levels, which decrease could be material. The
Company will continue to assess its routes and schedule in response to changes
in demand, including related to the COVID-19 pandemic.

In response to the COVID-19 pandemic, the Company has implemented enhanced
safety protocols focusing on its employees and guests, while at the same time
working to mitigate the impact of the pandemic on its financial position and
operations.

Guest and Employee Experience. The Company has enhanced cleaning procedures and
guest-facing protocols in an effort to minimize the risk of transmission of
COVID-19. These procedures are in line with current recommendations from leading
public health authorities and include:

•Performing enhanced aircraft cleaning between flights and during overnight
parking, including recurring electrostatic spraying of all aircraft.
•Frequent cleaning and disinfecting of counters and self-service check-in kiosks
in airports.
•Ensuring hand sanitizers are readily available for guests at airports the
Company serves.
•Requiring guests and guest facing employees to wear a face mask or covering,
with guests required to keep them on from check-in to deplaning (except when
eating or drinking on board).
•Modifying boarding and deplaning processes.
•Modifying in-flight service to minimize close interactions between crew members
and guests.
•Eliminating change fees on all domestic and international flights in order to
provide guests with travel flexibility across the Company's network.
•Launching a program to offer guests pre-travel COVID-19 testing through mail-in
kits and proprietary drive-through testing labs in an increasing number of the
Company's U.S. mainland gateways.

During the first quarter of 2021, the Company plans, in coordination with the
State of Hawai'i, to implement the Hawai'i Pre-Clear Program across the
Company's mainland network, which is intended to enhance the arrival process for
the Company's guests by validating the State's pre-travel testing requirement
prior to departure.

Capacity Impacts. In response to reduced passenger demand as a result of the
COVID-19 pandemic, the Company significantly reduced system capacity beginning
late in the first quarter of 2020 to a level that maintained essential services
and made adjustments to better align capacity with passenger demand throughout
2020. The Company expects to continue to adjust capacity throughout 2021 based
upon expected passenger demand.

During the quarter and year ended December 31, 2020, the Company reduced
capacity by 72.4% and 63.3%, respectively, as compared to the same periods in
the prior year. For the first quarter of 2021, the Company expects system
capacity to decrease approximately 50% as compared to the same period in 2019.
In the first quarter, the Company currently expects to operate just over 70% of
its North America schedule and 12% of its international schedule compared to
2019, respectively.

Expense Management. In response to the reduction in revenue the Company experienced in 2020, the Company has implemented, and will continue to implement, as necessary, cost savings and liquidity measures, including:



•In 2020, the Company commenced various initiatives to reduce labor costs as
follows:
•During the first quarter, the Company instituted a temporary hiring freeze,
except with respect to operationally critical and essential positions.
•During the second quarter, the Company operationalized various temporary
voluntary leave and vacation purchase programs to balance the Company's
workforce with the Company's reduced levels of operations.
•During the third quarter, the Company announced and completed voluntary
separation and temporary leave programs across each of the Company's labor
groups. Additionally, the Company completed a majority of its involuntary
separations, most of which were effective October 1, 2020. Combined, separation
and temporary leave programs resulted in an approximately 32% reduction of the
Company's total workforce. All employees who were subject to an involuntary
termination or involuntary furlough between October 1, 2020

--------------------------------------------------------------------------------

and January 15, 2021 were recalled and offered an opportunity to return to
employment pursuant to the PSP Extension Agreement (as defined below).
•The Company's officers reduced their base salaries between 10% and 50% through
September 30, 2020, and members of the Company's Board of Directors also reduced
their compensation through September 30, 2020.
•The Company reduced capital expenditures for 2020 and continues to vigorously
evaluate non-essential, non-aircraft capital expenditures. During the year ended
December 31, 2020, capital expenditures were approximately $105.3 million, a
decrease of 73.5% compared to the same period in 2019. The Company expects
capital expenditures in 2021 will range between $50 to $70 million.
•On October 26, 2020, the Company amended its purchase agreement with Boeing to,
among other things, change the delivery schedule of Boeing's 787-9 aircraft from
2021 through 2025 to 2022 through 2026, with the first delivery now scheduled in
September 2022.
The Company may implement further discretionary changes and other cost reduction
and liquidity preservation measures as needed to address the volatile and
rapidly changing dynamics of passenger demand and changes in revenue, regulatory
and public health directives, prevailing government policy and financial market
conditions.

Cash Flow and Liquidity Management. The Company's cash, cash equivalents and
short-term investments as of December 31, 2020 was approximately $864 million as
a result of various actions taken to increase liquidity and strengthen the
Company's financial position during 2020, including, but not limited to:

•During the first quarter, the Company fully drew down its previously undrawn
$235.0 million revolving credit facility.
•During the first quarter, the Company suspended its stock repurchase program
and on April 22, 2020, the Company suspended dividend payments.
•During the second and third quarters, the Company received $240.6 million in
grants and $60.3 million in loans pursuant to the Payroll Support Program under
the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act").
•During the third quarter, the Company entered into a Loan Agreement with the
U.S. Department of Treasury ("Treasury") pursuant to the Economic Relief Program
("ERP") under the CARES Act to obtain a secured term loan which permits the
Company to borrow up to $420.0 million. On October 23, 2020, the Company amended
and restated its Loan Agreement with the Treasury to increase the maximum
available to be borrowed by the Company to $622 million. As of December 31,
2020, the Company had borrowed $45.0 million under the ERP. The Company has
until May 28, 2021 to determine how much of the remaining ERP funds to borrow.
•During the third quarter, the Company completed $376.0 million in aircraft
financings, including the issuance of enhanced equipment trust certificates and
two sale and lease back transactions.
•In December, the Company entered into an equity distribution agreement in
connection with an "at-the-market" offering relating to the issuance and sale,
from time to time, of up to five million shares of its common stock (the "ATM
Program"). As of December 31, 2020, the Company raised approximately $41.2
million through the sale of approximately 2.1 million shares at an average price
of $19.79 per share. The Company paused its ATM Program between December 24,
2020 and January 28, 2020 and anticipates recommencing sales under the ATM
Program during the first quarter of 2021.

The Company will continue to explore and pursue options to raise additional financing as opportunities arise.



The Company's cash burn1 for the fourth quarter of 2020 was $1.7 million per
day, approximately a 35% improvement from the third quarter of 2020 of $2.6
million per day, and more favorable than its previously disclosed forecast of
$2.2 million per day. The Company forecasts its cash burn for the first quarter
of 2021 to be $2.3 million per day to $2.7 million per day. As the Company
continues to rebuild its operations to meet expected demand, it expects to incur
additional operating expenses in the first quarter of 2021 as compared to the
fourth quarter of 2020. The Company's cash burn for the first quarter of 2021
will be highly dependent on bookings during the quarter, which may continue to
be volatile and may be negatively impacted by any changes in the pre-travel
testing program implemented by the State of Hawai'i, the recent resurgence of
COVID-19 infections
1 Cash burn includes net sales, operating cash outflows, debt service, interest
payments, capital expenditures, tax refunds, and severance payments.

--------------------------------------------------------------------------------

in the United States and internationally, the identification of new, more
infectious strains of the COVID-19 virus, the implementation or extension of
travel-related restrictions and quarantines in certain key origin points, and
other factors affecting public sentiment.

Load Factor. The Company's flown load factor for the fourth quarter of 2020 was 40%.

Consolidated Appropriations Act, 2021



On January 15, 2021, the Company entered into a Payroll Support Program
Extension Agreement as part of the Consolidated Appropriations Act, 2021 (the
"PSP Extension Agreement"), pursuant to which the Company expects to receive
approximately $168 million in funds to be used exclusively for the purpose of
continuing to pay employee salaries, wages and benefits, including the payment
of lost wages, salaries and benefits to certain returning employees for the
period between December 1, 2020 and January 15, 2021. In connection with the PSP
Extension Agreement, the Company issued a note to Treasury, which will increase
to a total principal sum of approximately $20.3 million as Hawaiian receives
installments of funds from Treasury, and entered into a Warrant Agreement
pursuant to which the Company expects to issue to Treasury warrants to purchase
approximately 113,940 shares of the Company's common stock at an exercise price
of $17.78 per share. Refer to the Company's Current Report on Form 8-K filed
with the Securities and Exchange Commission on January 15, 2021 for further
information.

Long-term Debt



Long-term debt, net of unamortized discounts and issuance costs, is outlined as
follows:

                                                                                December 31,
                                                                          2020                2019
                                                                           

(in thousands) Class A EETC-13, fixed interest rate of 3.9%, semiannual principal and interest payments, remaining balance due at maturity in January 2026(1)

                                                              $   

214,923 $ 229,866 Class B EETC-13, fixed interest rate of 4.95%, semiannual principal and interest payments, remaining balance of due at maturity in January 2022(1)

                                                           75,565              82,036

Japanese Yen denominated financing, fixed interest rate of 1.05%, quarterly principal and interest payments, remaining balance due at maturity in May 2030

                                                      37,526              39,170

Japanese Yen denominated financing, fixed interest rate of 1.01%, semiannual principal and interest payments, remaining balance due at maturity in June 2030

                                                     33,573              36,616

Japanese Yen denominated financing, fixed interest rate of 0.65%, quarterly principal and interest payments, remaining balance due at maturity in March 2025

                                                   121,480             133,970

Japanese Yen denominated financing, fixed interest rate of 0.76%, semiannual principal and interest payments, remaining balance due at maturity in September 2031

                                                86,018              88,739

Revolving credit facility, variable interest rate of LIBOR plus a margin of 2.25%, monthly interest payments, principal balance due at maturity in December 2022

                                                235,000                   -

Class A EETC-20, fixed interest rate of 7.375%, semiannual principal and interest payments, remaining balance due at maturity in September 2027

                                                           216,976                   -

Class B EETC-20, fixed interest rate of 11.25%, semiannual principal and interest payments, remaining balance due at maturity in September 2025

                                                            45,010                   -

CARES Act Payroll Support Program, fixed interest rate of 1.0% for the first through fifth years and variable interest of SOFR plus a margin of 2.0% for the sixth year through maturity, semiannual interest payments, principal balance due at maturity in April 2030 through September 2030

                                                    60,278                   -

CARES Act Economic Relief Program, variable interest rate of LIBOR plus a margin of 2.5%, quarterly interest payments, principal balance due at maturity in June 2024

                                      45,000                   -
Unamortized debt discount and issuance costs                             (21,525)             (9,870)
Total debt                                                           $ 1,149,824          $  600,527
Less: Current maturities of long-term debt                              (115,019)            (53,273)
Long-Term Debt, less discount                                        $ 1,034,805          $  547,254

_______________________________________________________________________________

(1) The equipment notes underlying these EETCs are the direct obligations of Hawaiian.

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Schedule of Maturities of Long-Term Debt



As of December 31, 2020, the scheduled maturities of long-term debt are as
follows (in thousands):
2021         $   117,717
2022             359,967
2023              89,960
2024             132,869
2025             108,969
Thereafter       361,867
             $ 1,171,349



Forward-Looking Statements

This Current Report on Form 8-K contains "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements include, without limitation, expectations and plans
with respect to the addition of expanded service to existing and the addition of
new destinations, the levels of new bookings from the Company's mainland markets
for January through March 2021, whether the U.S. government, State of Hawai'i or
counties within the state or other governments will change travel rules and
regulations and what the details of any such rules or regulations might be, the
impact of any government rules or regulations on bookings, cancellations and
revenue, continued revenue trends and results, the impact of the COVID-19
pandemic, related government regulations and customer demand on the Company's
routes, schedule and capacity, the percentage of the Company's network that it
plans to operate, the amount of operating expenses that the Company will incur
in the first quarter of 2021, the implementation of the Hawai'i Pre-Clear
Program across the Company's mainland network, the need to implement and the
implementation of future cost savings and liquidity measures, expected capital
expenditures in 2021, the first expected delivery of Boeing's 787-9, any other
changes the Company might implement to respond to the volatile and rapidly
changing environment, whether and when the Company recommences sales under the
at-the-market program, whether the Company raises additional capital as
financing opportunities arise, the Company's cash burn for the first quarter of
2021 and which factors might materially impact the Company's cash burn, and the
amount of money the Company expects to receive pursuant to the PSP Extension
Agreement. Words such as "expects," "anticipates," "projects," "intends,"
"plans," "believes," "estimates," "will," variations of such words, and similar
expressions are also intended to identify such forward-looking statements.

These forward-looking statements are and will be, as the case may be, subject to . . .

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