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US Airways to operate its last flight as flight US1939 on October 16-17 (a history of the airline)

US Airways (American Airlines) (American Airlines Group) (Phoenix and Dallas/Fort Worth) is currently operating under a single AOC with American Airlines (Dallas/Fort Worth). However it has been using the US code for its flights. This will all end on October 16-17 when it operates a ceremonial last flight (flight US1939, named after the year All American Aviation started operations). The airline has announced the details of the last flight. Flight US1939 will operate on October 16 from Philadelphia to Charlotte, then on to Phoenix and San Francisco and then back to Charlotte arriving on October 17 at 0618. Tragically the last US flight will not touch Pittsburgh where it all started.

Above Copyright Photo: Tony Storck/AirlinersGallery.com. US Airways Airbus A321-231 N578UW (msn 6035) now with “American” titles will be retained in the 2005 US Airways livery as the US Airways legacy aircraft.

The chronology of All American/Allegheny Airlines/USAir/US Airways (by US Airways):

US Airways logo

All American Aviation brings the first airmail service to many small western Pennsylvania and Ohio Valley communities with introduction of a unique ‘flying post office’ service.

Piedmont Airlines (1948) logo

Piedmont Airlines begins operations.

All American Airways logo

All American Aviation becomes All American Airways and makes the transition from airmail to passenger service with introduction of the DC-3 and an expansion of its service. Pacific Southwest Airlines begins operations with service in California.


Allegheny 9.1.53 Route Map

Above: Allegheny Airlines’ 1953 Route Map.

Allegheny (1953) logo

All American’s route system (above) grows and the name is changed to Allegheny Airlines, recognizing the mountains and river of the same name that lie in the heart of the airline’s network.Allegheny (1956) logo

Allegheny Airlines begins the transition to turbine-powered aircraft with introduction of the first Convair 580, its workhorse for the next several years.

The first jet, a Douglas DC-9-14 (below), makes its debut in Allegheny colors. It is replaced the following year by the first of what would eventually become a fleet of 62 larger Douglas DC-9-31 jets (below).

Allegheny 1966 Route Map

Above: Allegheny Airlines 1966 Route Map.

Allegheny Commuter (1st) logo

The first Allegheny Commuter service begins, between Hagerstown, MD and Baltimore/Washington International Airport by Henson Aviation, forerunner of today’s Piedmont Airlines. It was the beginning of today’s network of 10 regional airlines that provide US Airways Express service to 172 cities throughout the nation.

Lake Central (1968) logo

Above Copyright Photo: Christian Volpati Collection/AirlinersGallery.com. Nord 262A-12 N26203 (msn 13) of Lake Central Airlines.

Allegheny merges with Indianapolis-based Lake Central Airlines, expanding the growing route network beyond Pittsburgh to the Midwest including Dayton, Columbus and Cincinnati, OH; Indianapolis, IN; and St. Louis, MO.

Mohawk (1962) logo

Allegheny acquires Mohawk Airlines, a Utica, NY airline with service to most cities throughout New York and New England. With the merger, Allegheny acquired Mohawk’s BAC 1-11 jets to complement its DC-9s and becomes the sixth largest airline in the world as measured by passenger boardings.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. Mohawk’s Fairchild-Hiller FH-227B N7819M (msn 542) carries an additional Allegheny sticker at Syracuse.

Mohawk (1967) logo

Deregulation comes to the U.S. airline industry. Airlines have new freedom to expand their route systems and more flexibility to develop new and innovative pricing structures, but lose the protection of the fare- and route-setting authorities exercised by the Civil Aeronautics Board, which closes down by 1984.

Allegheny > USAir logo

Allegheny changes its name to USAir to reflect its expanding network, including post-deregulation entry into Arizona, Texas, Colorado, Florida and later, California.

USAir (1979) logo

America West (1983) logo

America West Airlines begins operations in Phoenix on August 1 with 230 employees and three Boeing 737-200s, serving Colorado Springs, CO; Kansas City, KS; Los Angeles, CA; and Wichita, KS. The airline’s schedule calls for 20 daily departures.

Above Copyright Photo: Jay Selman/AirlinersGallery.com. Leased Boeing 737-275 C-GCPW (msn 20959) of America West Airlines in the original 1983 livery lands at Las Vegas.

America West 1983 Route Map

Above: The original 1983 route map for America West Airlines.

USAir introduces its Frequent Traveler program, which provides travel benefits to USAir’s most loyal customers.

Empire Airlines logo

Piedmont acquires Empire Airlines and its Syracuse, NY hub.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. Empire Airlines (2nd) Fokker F.28 Mk. 4000 N110UR (msn 11182) taxies from the gate at the Syracuse hub.

Large-scale airline consolidation, a partial product of deregulation, continues. Piedmont Airlines introduces European routes in its system. Competition for the lucrative California market intensifies as local carriers are bought and merged into larger partners. Pacific Southwest Airlines of San Diego becomes a wholly-owned subsidiary of USAir Group in May. Piedmont Airlines, the dominant carrier throughout the mid-Atlantic region of the United States, also becomes a subsidiary of USAir Group in November 1987.

PSA logo

PSA is merged into USAir.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. PSA’s BAe 146-200 N384PS (msn E2024) taxies to the runway at San Jose, California.

Piedmont (1st) logo

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. Boeing 737-301 N316P (msn 23234) taxies at Miami.

Piedmont Airlines is integrated into USAir, the largest merger in airline history. The merger brings with it Piedmont’s international routes as well as its Charlotte, Baltimore, Dayton and Syracuse hubs. Baltimore and Charlotte remain hubs. The merger also brings USAir’s first wide body jets, the Boeing 767-200 ERs now used on its transatlantic and some transcontinental routes.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. Boeing 767-2B7 ER N651US (msn 24764) taxies to the gate at MIA dressed in the 1989 color scheme.

USAir (1989) logo

USAir expands its international flying with service between Pittsburgh and Frankfurt, Germany, complementing existing Charlotte-London service begun in 1987 by Piedmont; and in 1991, international expansion continues with the introduction of new nonstops between Charlotte and Frankfurt.

Philadelphia-Paris is added to USAir’s transatlantic schedules in January. Daily nonstops between both Philadelphia and Baltimore/Washington International Airport and London Gatwick Airport are introduced in May.

Trump Shuttle logo

USAir and Trump Shuttle begin a marketing affiliation under which the service becomes the USAir Shuttle. The Shuttle provided hourly service between New York and Boston and between New York and Washington, DC.

Above Copyright Photo: Denis Goodwin – Bruce Drum Collection/AirlinersGallery.com.

USAir’s new terminal at New York LaGuardia opens, as does the new Midfield Terminal at Pittsburgh International Airport.

USAir and British Airways announce an investment/alliance plan, under which USAir gives up its London route authority.

USAir posts its first profitable year since 1988, with earnings of $119.3 million on sales of $7.474 billion. USAir introduces Priority TravelWorksSM, allowing bookings from personal computers.

Stephen M. Wolf is elected chairman effective January 22. Seth E. Schofield retires as chairman after 38 years’ service to the company and three and a half years and chief executive. USAir continues its transatlantic expansion, winning the right to serve Munich, Rome and Madrid from Philadelphia beginning in 1996. USAir introduces ticketless travel. USAir, in a dramatic two-week period, announces what might in time be the largest single order for airliners; then announces a new name, image, identity designed to carry the airline aggressively into the next century. The airline ordered up to 400 new Airbus A319, A320 and A321 narrowbody twin jets for delivery starting in 1998 and continuing through 2009; then within days announced its new identity as US Airways.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. Boeing 757-2B7 N940UW (msn 27805) displays its new dark blue 1997 livery which tended to fade.

The airline challenged its relationship with British Airways in court, seeking rights to London Heathrow from four U.S. gateways and to require British Airways to dispose of its USAir stock. USAir notifies BA the codeshare between the two will end in March, 1997, and in December, British Airways announces it will sell its shares in USAir and that its three directors will resign.

US Airways (1997) logo

The name US Airways is put into use officially on February 27. Signs, stationery, ticket stock, business cards, advertisements, marketing materials, ticket folders and counters all start to sport the new US Airways blue, red, gray and white identity, and the first aircraft are painted in the new scheme as the changeover approaches. The US-BA codeshare expires in March.


US Airways Shuttle (2nd) logo

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. Ex-Trump Shuttle Boeing 727-225 N918TS (msn 20445) now wears US Airways Shuttle titles.

US Airways Inc., purchased Shuttle Inc., from a consortium of banks. The Shuttle has flown under the US Airways name since 1992, when US Airways became an investor in the Shuttle with a minority ownership stake. US Airways Shuttle flies 17 daily roundtrips between Boston and New York LaGuardia, and 16 daily roundtrips between New York LaGuardia and Washington Reagan.

MetroJet by US Airways logo

MetroJet by US Airways starts service, providing the airline with a low-fare unit to compete in the eastern United States. MetroJet’s single-class, using Boeing 737-200 aircraft, proves highly popular.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. Boeing 737-2B7 N269AU (msn 22881) displays the unique red fuselage 1998 livery.


MetroJet by US Airways (2000) route map

Above: MetroJet routes in 2000.

US Airways Express introduces regional jets to its system.

US Airways fleet transformation begins with the introduction of the first of as many as 400 Airbus A320-family aircraft.

US Airways first Airbus A320 aircraft enters service with scheduled daily flights between Philadelphia and Los Angeles. The new 142-seat A320 is part of the US Airways plan to simplify and modernize the fleet by adding Airbus A319, A320 and A330-300 aircraft. US Airways expands its international route network by adding nonstop service between its Charlotte, NC hub and London Gatwick. Charlotte becomes the third US Airways transatlantic gateway.

Colgan Air, Inc. joins the US Airways Express nine-carrier network, expanding service to destinations across the East Coast from Bar Harbor, ME to Atlanta, GA.

The fleet transformation continues with A320-family aircraft arriving at a rate of one per week in the second half of the year.

The US Airways Shuttle begins its transformation to an all A320 fleet (below), retiring the venerable Boeing 727s.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. Airbus A320-214 N106US (msn 1044) for a short time wore US Airways Shuttle titles. This A320 would later be ditched in the Hudson River.

US Airways unveils its enhanced and redeveloped website, usairways.com, originally launched in 1996, offering customer-friendly features that include a streamlined process for checking fares, making reservations, purchasing tickets, checking flight status and accessing Dividend Miles account information. The site begins drawing more than 600,000 visitors a week. US Airways begins service to its eighth European destination with the introduction of Philadelphia-Manchester, UK service. US Airways opens an international reservations center in Liverpool, UK.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. Boeing 737-301 N350US (msn 23553) wore this unique “No booking fees No brainer” livery to promote the new website.

US Airways takes delivery of its first Airbus A330-300 widebody aircraft, making the next step in its fleet transformation. Six A330s will enter the fleet by the end of the year.

Copyright Photo: Bruce Drum/AirlinersGallery.com. Airbus A330-323 N276AY (msn 375) prepares to land at the Charlotte hub.


US Airways becomes the first carrier to fly the 169-seat Airbus A321. In addition to a common cockpit, which vastly simplifies pilot training and scheduling, US Airways’ A320-family aircraft also have common cabin fittings, such as seats, overhead bins, galleys and lavatories, simplifying cabin service and maintenance.

David N. Siegel takes over as US Airways president and CEO in March, naming other new members of the senior management team over the next several months and undertaking a proactive restructuring plan for the company. As part of the restructuring, US Airways enters Chapter 11 bankruptcy reorganization on August 11, with the stated goal to emerge as a leaner, more competitive carrier in March 2003.

US Airways begins implementation of a codeshare agreement with United Airlines, introducing customers of both airlines to more than 3,000 codeshare flight segments in the first half of the year, reciprocal airport club use and simplified ticketing and baggage procedures.

Midway Airlines joins the US Airways Express ten-carrier network, bringing expanded regional jet service to destinations such as Jacksonville, FL and Myrtle Beach, SC.

US Airways joins the Star Alliance network, an alliance of member airlines that share networks, lounge access, check-in services, ticketing and other services.

US Airways Group, Inc. files again for reorganization under Chapter 11 of the United States Bankruptcy code on September 14, seeking to restructure operating costs in light of ever-increasing fuel prices and cutthroat industry competition.

America West Holdings and US Airways Group, Inc. announce plans to merge on May 19. Former America West Airlines Chairman and Chief Executive Officer Doug Parker is chosen to run the combined airline.

In August, America West and US Airways unveil the livery that will appear on the aircraft of the new US Airways. Employees of both airlines, some sporting ‘retro’ uniforms heralding back to various periods in the airlines’ pasts, celebrate the new paint scheme as a freshly painted Airbus A320 makes its way across the country, stopping for special events with union leaders of both airlines.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. Airbus A320-214 N109UW (msn 1065) departs from Fort Lauderdale-Hollywood International Airport in the 2005 livery.

The merger transaction is officially complete on September 27, and US Airways Group, Inc. is no longer in bankruptcy. Stock of the merged airline begins trading on the New York Stock Exchange under the LCC ticker symbol.


Throwback liveries are dedicated mirroring the schemes of PSA, Piedmont, Allegheny and America West. Events are held in the progenitor airlines’ hub cities. The airline posts profits for both the first and second quarters of the year, surpassing analyst expectations and contributing tens of millions of dollars to employee profit sharing programs. The airline employs more than 35,000 aviation professionals and its route map encompasses 3,800+ daily flights serving 239 destinations and 28 countries/territories.

Above Copyright Photo: Jay Selman/AirlinersGallery.com. Airbus A319-112 N744P (msn 1287) departs from Charlotte in the legacy Piedmont livery.


US Airways agreed to add seven Airbus A330-200s to the airline’s widebody fleet to be used to support the airline’s international growth plans.

The airline obtained a single operating certificate from the FAA, hired a new Chief Operating Officer (COO), Robert Isom, and announced plans to build a new 60,000-square-foot flight operations control center in Pittsburgh.

US Airways inaugurated its first-ever service to London Heathrow from its international gateway in Philadelphia. US Airways also announced plans to operate year-round, daily nonstop service to Tel Aviv from Philadelphia, scheduled to begin July 2009. US Airways announced three new transatlantic flights to begin spring 2009: Birmingham, UK and Oslo, Norway from Philadelphia; and Paris Charles de Gaulle from Charlotte. Transatlantic flights in 2009 will total 27 daily flights to 23 destinations.

US Airways successfully activated the airline’s new, state-of-the-art Operations Control Center in Pittsburgh where all flight control and dispatch functions for US Airways’ 1,300 daily mainline flights are carried out.

On January 15, the crew of flight 1549, bound from New York LaGuardia to Charlotte successfully ditched their crippled aircraft in the Hudson River. All 155 passengers and crew survived.

US Airways was awarded and began year-round service from its Charlotte hub to Rio de Janeiro, resumed its Charlotte to Paris service and began service from Charlotte to Rome. Also in 2009, the airline began nonstop flights from Philadelphia to Tel Aviv and from Phoenix to Montego Bay. During the year, the airline entered into codeshare agreements with Qatar Airways, ANA and TACA.

In the third quarter US Airways announced an airport slot transaction with Delta Air Lines. Upon regulatory approval, US Airways will obtain 42 pairs of slots (roundtrip flights) at Washington Reagan and will acquire the rights to expand to Sao Paulo and Tokyo. US Airways will transfer to Delta 125 pairs of slots used to provide US Airways Express service at New York LaGuardia. US Airways also announced that, once the transaction is complete, the airline would provide service to 15 new destinations from Washington Reagan. The airline announced that the transaction is expected to improve profitability by more than $75 million annually.

In October, US Airways announced a strategic plan to strengthen its core network by realigning its operational focus on its hubs in Charlotte, Philadelphia and Phoenix and its focus city Washington, DC. These four cities, as well as the airline’s hourly Shuttle service between New York LaGuardia, Boston and Washington Reagan will serve as the cornerstone of the airline’s network and will present 99 percent of the airline’s available seat miles, compared to the 93 percent in 2009, by the end of 2010.


In March, the airline launched wireless internet through Gogo® Inflight Internet on five of its Airbus A321 aircraft, with the remaining fleet of A321 aircraft outfitted by June. Gogo allows passengers to use their laptops or Wi-Fi enabled mobile devices to access the web, email, log in to corporate Virtual Private Networks (VPN) and access online entertainment options.

In May, Delta and US Airways announced a new agreement to transfer takeoff and landing rights at New York’s LaGuardia and Washington D.C.’s Reagan National airports, which will enable Delta and US Airways to expand service and increase competition at two of the nation’s key cities, and provide the opportunity for additional access to LaGuardia and Reagan National for new entrants and airlines with a limited presence at the airports.

Under the agreement, Delta would acquire 132 slot pairs at LaGuardia from US Airways and US Airways would acquire from Delta 42 slot pairs at Reagan National and the rights to operate additional daily service to Sao Paulo, Brazil in 2015, and Delta would pay US Airways $66.5 million in cash. In addition, the airlines will divest 16 slot pairs at LaGuardia and eight slot pairs at Reagan National to airlines with limited or no service at those airports. The completion of the transaction is subject to certain closing conditions, including government and regulatory approvals. A slot pair is the authority to operate one takeoff and one landing.

Also in July, the Department of Transportation (DOT) tentatively approved the proposed slot transaction, announced in May, at New York-LaGuardia and Washington-Reagan National airports.

In October, Delta Air Lines and US Airways welcomed the decision by the Department of Transportation to approve the proposed slot transaction at New York-LaGuardia and Washington-Reagan National airports, subject to certain conditions. The DOT’s final order represents a clear recognition by the Obama Administration that the slot transaction is in the public interest because of the service benefits and efficiencies that would result in both New York and Washington, D.C.

USAirways logo

US Airways: A Heritage Story. By William Lehman.

Founded in 1937, Allegheny Airlines started its life as All-American Airways. Like several other airlines, it began by carrying airmail for the United States Post Office. All-American started airmail service on March 12, 1939, using the single-engine Stinson Reliant aircraft serving several small communities in western Pennsylvania and the Ohio valley. All-American crafted a unique tail-hook, which hung beneath the aircraft to pick up the cloth mail bags, using the same techniques that the railroads had developed in the late 19th century.

After the end of World War II, with a huge surplus of military aircraft that could quickly be converted to carry passengers, the Civil Aeronautics Board started getting swamped with applications from the airmail carriers to be allowed to carry passengers.

All-American was no exception, which was now designated as a local-service airline. The C.A.B. issued All-American a three-year temporary certificate to carry passengers in January 1949; however, passenger service did not begin until March 7, 1949, using a recently acquired Douglas DC-3 which was configured to carry 24 passengers, 2 pilots, and a stewardess. The C.A.B.’s authority for All-American covered Maryland, New York, Ohio, the District of Columbia, and Pennsylvania.

Already, as of November 1949, All-American was flying 28 flights a day to 36 cities in six states. All-American decided that Pittsburgh would be a good home base for this local-service carrier, which was becoming one of aviation’s early success stories thanks to a route system centered around heavy industry and the East Coast, which was the most densely populated part of the United States. At the time, because of where All-American flew, passengers and employees alike starting calling it “the Allegheny Airline” or “Route of the Allegheny’s.”

Above Copyright Photo: Jacques Guillem Collection/AirlinersGallery.com. Allegheny Airlines’ Douglas C-47A-DL (DC-3) N151A (msn 9471) is pictured in the 1953 “boomerang” livery.

On January 1, 1953, All-American officially became Allegheny Airlines, with 13 DC-3’s making up the fleet. As the 1950’s marched on, Allegheny’s growth continued, but the DC-3’s were limited in range. Allegheny needed another type of aircraft that was capable of flying farther. At the same time, two airlines – California Central and Pioneer Airlines – put several used Martin 202 aircraft that had flown earlier for TWA and Northwest Orient Airlines up for sale. Acquiring the Martin 202’s became the focus of Allegheny’s expansion plans.

Above Copyright Photo: Christian Volpati Collection/AirlinersGallery.com. Martin 202 N172A (msn 9142) rests between flights in the first livery worn by the Martins.

The first Martin 202 began service with Allegheny on June 1, 1955. The Martin 202, like the DC-3, was unpressurized, but the “Martin Executive”, as they were called, quickly became a favorite among businessmen. On January 1, 1956, Allegheny was issued a permanent certificate to carry passengers by the C.A.B. By now, Allegheny had expanded to sixty cities with a fleet of 14 DC-3’s and 5 Martin 202’s; the airline was so happy with the performance and range of the Martin 202 that it would eventually acquire and operate a total fleet of 18 aircraft.

Toward the end of the 1950’s, several local-service airlines needed to move beyond the piston airplanes that had faithfully and safely carried thousands of passengers to the more powerful and reliable turbo-props, and Allegheny Airlines was no exception.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. A busy ramp scene at Philadelphia International Airport (PHL) as Convair 440-97 N8422H (msn 465) prepares to depart the gate. The propliner is painted in the 1965 livery with the slanted italic titles.

Earlier, Convair Aircraft Corporation of San Diego had produced the popular Convair 340 and Convair 440 aircraft. Due to the arrival of the Lockheed Electra plus the Douglas DC-8 and Boeing 707 jet aircraft, several Convairs were being parked and stored in the deserts of California, Nevada, and Arizona.

Above Copyright Photo: Christian Volpati Collection/AirlinersGallery.com. This rare photo shows the short-lived Napier-powered Convair 540 N440EL (msn 445) parked at the gate.

The Napier Engine Company in England recognized this as an opportunity and immediately began work on converting the reciprocal piston engines to turbo-props for the Convair aircraft. Allegheny management quickly seized this opportunity and leased the aircraft now called the Convair 540 (above), which began service with the carrier on July 1, 1959. Allegheny leadership realized that the Convair 540 was the right choice for replacing the DC-3’s. The Convair 540’s were pressurized, a first for Allegheny, carried 44 passengers, flew faster, at greater attitudes, and had higher daily utilization than the DC-3’s and the Martin 202’s.

Allegheny had decided that it was time to start retiring the DC-3’s and Martin 202’s as they were starting to show their age, so an aggressive program to acquire more Convair 340 and 440 aircraft was started with eventual plans to convert all aircraft to Convair 540 standards with the turbo-prop conversion.

Allegheny (1966) logo

At the same time the Board of Directors for Allegheny decided to change the corporate logo from a “boomerang” to the “speed wedge” (above), which would stay with Allegheny well into the 1970’s. In addition the operations and maintenance base was moved from Washington National Airport in Washington D.C. to Pittsburgh.

However, across the pond in England, Rolls Royce acquired Napier Engine Company. Immediately, Rolls Royce decided they would discontinue the conversion program after only seven aircraft had been delivered to Allegheny. This forced Allegheny to convert some of the Convair 540’s back to piston-driven Convair 340 or 440’s. At the same time Allegheny acquired additional Martin 202’s and Convair 440’s so that the DC-3’s could be phased out and removed from the fleet.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. The Allison Convair 580 turboprop conversion is seen on N5845 (msn 52).

In 1965, United States-based Allison Engine Corporation, which had been already providing turbo-prop engines for the Lockheed Electra and military C-130 aircraft, offered the power plant for retrofitting existing Convair airframes. Called the Convair 580, it had powerful four-blade turbo-prop engines that quickly shaved minutes off of the piston driven Convair 340 and 440’s. The Convair 580 captured the attention of Allegheny management in Pittsburgh. Without hesitation, Allegheny added this “new” turboprop to the fleet. Allegheny would eventually operate 44 Convair 580 “vistaliner” (above) aircraft.

Above Copyright Photo: Ted J. Gibson/Bruce Drum Collection/AirlinersGallery.com. The Fairchild F-27J were relatively short-lived type with Allegheny Airlines. F-27J N2707J (msn 118) sits at Marana, AZ after its retirement.

Later that same year, Allegheny also acquired the first of ten brand new Fairchild F-27J aircraft (above). With its Rolls Royce Dart turbo-prop-powered engines, high wing, and large oval windows, it was an instant hit with passengers and crews. With the introduction of the F-27 Allegheny started retiring the Martin 202 aircraft. Three Martin 202’s would be reconfigured to carry freight aircraft only.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. The very first jetliner for Allegheny Airlines/USAir/US Airways was this leased Douglas DC-9-14 registered as N6140A (msn 47049). This rare photo shows N6140A ground-loading its passengers at Philadelphia bound for Hartford/Springfield and Providence.

Allegheny Airlines knew that the jet age had arrived for local-service carriers. West Coast-based Bonanza Airlines needed to lease out a Douglas DC-9-14 aircraft (above) that had been recently delivered to them due to a downturn in traffic. Allegheny entered into a one-year lease agreement with Bonanza Airlines with the first Allegheny jet flight taking place on September 1, 1966.

Above Copyright Photo: Christian Volpati Collection/AirlinersGallery.com. McDonnell Douglas DC-9-31 N969VJ (msn 47421) displays the updated 1966 livery introduced with the DC-9s.

Allegheny would receive their first Douglas DC-9-31“vista-jets” in mid 1967 and immediately place the aircraft into service. This would be the first of more than 70 of the popular twinjet and the start of a long and positive relationship with Douglas and its successor McDonnell Douglas Aircraft Corporation.

In September 1967, Allegheny retired the last of the piston powered Convair 440 aircraft. For the first time, Allegheny operated a pure turbo-prop and jet aircraft fleet, made up of Convair 580’s, Fairchild F-27’s, and Douglas DC-9’s.

The first of what would be several mergers occurred on March 14, 1968, when the Civil Aeronautics Board approved the acquisition of Lake Central Airlines by Allegheny. Allegheny was able to further expand the route system and with the merger pick up important new cities in Indiana, Missouri, and Illinois.

Above Copyright Photo: Jacques Guillem Collection/AirlinersGallery.com. French-built Nord 262A-44 N26203 (msn 11) is painted in the special “wine and cheese” livery. The airliner was also named “Nicole d’Allegheny” in concert with the French theme.

The merger also brought more Convair 580’s, plus a new type of aircraft not previously flown by Allegheny called the Nord 262 aircraft (above). The twelve 29-seat French built Nord 262’s would become a huge headache for Allegheny Operations and Maintenance personnel, due to continuous issues with the Turbomeca Bastan turbo-prop engines that then proved to be very unreliable. Eventually Frakes Aviation in the United States would work to convert the engines to the much more reliable Pratt & Whitney PT-6 engines to finally solve the problem. At the same time the Nord 262 was renamed the Mohawk 298.

Allegheny made a bold experiment with Mohawk 298 aircraft by repainting nine of the twelve aircraft in a purple and gold paint scheme and naming them after flight attendants. The plan was to promote a business atmosphere with select wine and cheese on flights targeting the business community. While this did not last long it did prove to be very popular with passengers.

The Mohawk 298 would go on to faithfully serve Allegheny and the spin-off of the nations first organized commuter feeder to mainline airlines called Allegheny Commuter.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. The Nord-converted Mohawk 298 N29811 (msn 42), operated as an Allegheny Commuter carrier by Ransome Airlines (Philadelphia), sits at the gate at Philadelphia.

After the merger with Mohawk Airlines, and with the final phase-out of the Martin 202 aircraft, Allegheny found that several cities could not support the larger turbo-prop and jet aircraft due to either small populations or small airports. In 1967, with approval from the C.A.B. the Allegheny Commuter network was set-up. Allegheny Airlines set up marketing agreements with several small commuter airlines that included one-stop check in and seamless travel from the commuter network to mainline Allegheny flights. This included painting aircraft similar to Allegheny as well as providing advertising and marketing.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. The Boeing 727-200s were operated on the higher-density routes such as Philadelphia-Pittsburgh. This rare photo shows Boeing 727-2B7 N751VJ (msn 20303) departing from Philadelphia.

By mid 1970 Allegheny purchased two brand new Boeing 727-200 aircraft (above) to add capacity to the fleet. However, with the addition of a Flight Engineer, and the high cost of maintaining just two aircraft, Allegheny sold both aircraft to Braniff International as the home office had decided to stay with the twin jet DC-9 and found other airlines willing to lease their DC-9 series 30 aircraft at very reasonable lease rates.

Above Copyright Photo: Bruce Drum/AirlinersGallery.com. BAC 1-11 204AF N1118J (msn 100) taxies at the former Syracuse, New York stronghold of Mohawk Airlines.

The second merger with Mohawk Airlines was approved by the C.A.B. on April 12, 1972. In the merger Mohawk brought to Allegheny twenty-three BAC One Eleven’s (above) and seventeen Fairchild Hiller FH-227s.

At the time Mohawk was in deep financial trouble and needed the merger to survive. Shortly after the merger was approved, Allegheny purchased additional BAC One-Eleven aircraft from Braniff International, which was phasing out that aircraft type.

By late 1973, Allegheny had continued to grow to become the sixth largest airline. Allegheny leadership continued to aggressively pursue new route opportunities and had a constant presence in Washington D.C. to push for more cities to be added to Allegheny’s network. At the same time, Allegheny was able to purchase additional DC-9-32s from Delta Air Lines, which had earlier merged with Northeast Airlines.

By 1974 Allegheny decided that a new paint scheme and rebranding was in order. The current paint scheme was worn out and dated. Gone was the speed-wedge and blue cheatline that had faithfully served Allegheny for over thirty years. The bold new paint scheme featured a large stripe that went from red at the nose to maroon by the tail, with a three-stripe tail in bright red, dark red, and maroon.

At the same time, while other airlines were introducing First Class on their DC-9’s, Allegheny decided against it. Instead, Allegheny used the “Custom Jet Class” to promote the all-coach configuration with new interiors that provided ample legroom with new seats, and overhead bins to give the aircraft a “wide-body” look.

Above Copyright Photo: Elliot H. Greenman/Bruce Drum Collection/AirlinersGallery.com. Short-lived McDonnell Douglas DC-9-51 N923VJ (msn 47665) rests at the Pittsburgh International Airport maintenance base in the new 1975 livery.

The new look premiered with a new aircraft type: the DC-9-51 aircraft in 1975. This new airplane provided more capacity, and kept costs down as it was simply a stretch of the DC-9-31 aircraft. Allegheny thought this would achieve the balance in higher density markets that had been tried five years earlier with Boeing 727-200’s.

However, shortly after delivery of eight aircraft, the DC-9-51 was severely weight-restricted in several key Allegheny markets. What was originally thought would be a benefit was now another headache; reduced passenger capacity, and less ability to carry mail or airfreight made the aircraft too expensive for Allegheny’s needs.

Allegheny and Eastern Airlines entered into an agreement to swap Allegheny’s DC-9-51’s for an equal amount of Eastern’s DC-9-31’s. The final transaction was completed in 1978.

Also in 1978, Allegheny phased out the last Convair 580. While the Convair 580 continued to serve the airline well, a decision was made to have a pure jet fleet and have Allegheny Commuter continue to operate the 580’s. Allegheny was now a pure-jet airline flying BAC One- Eleven and DC-9-31/32 aircraft, with the exception of the 12 Mohawk 298’s.

Allegheny continued to push the C.A.B. for more routes in the midwest and west. While frustration was mounting over lengthy hearings and long delays in being awarded new routes or raising airfares, the mood in Washington D.C. was changing. Airlines such as Texas International, Ozark, Piedmont, Hughes Airwest, and Allegheny called for the end of a regulated market, and lobbied heavily for full deregulation of the airline industry.

In late 1977, President Jimmy Carter signed the “deregulation act,” which would forever change the industry. Allegheny no longer needed permission or approval to start or stop service and for the first time could set its own fare structure.

As deregulation marched forward United Airlines starting parking older Boeing 727-100 aircraft. Allegheny acquired eleven of the popular tri-jet, while at the same time aggressively ordering additional DC-9-30’s from McDonnell Douglas and new 727-200s from Boeing.

Above Copyright Photo: Christian Volpati Collection/AirlinersGallery.com. Ex-United Airlines Boeing 727-22 N7044U (msn 18851) is pictured at Pittsburgh.

At the same time, then Chairman and President Ed Colodny decided the name Allegheny Airlines sounded too regional, especially with planned expansion to the west, which had been a long-time goal of Allegheny. After receiving board approval, Mr. Colodny announced to the world that Allegheny Airlines would become USAir on October 28, 1979.

Above Copyright Photo: Christian Volpati Collection/AirlinersGallery.com. Initially the re-named USAir would operate under the 1975 Allegheny livery. USAir (later US Airways) was a large Boeing 737 operator, operating the pictured 737-200 type along with the updated 737-300 and 737-400 models.

The new USAir would retain the Allegheny paint scheme, and proudly have the new name placed on the upper forward fuselage and tail. However, the white fuselage would give way to a polished aluminum aircraft, which would weigh less, and save money, a technique used successfully for many years at American Airlines. For USAir, this was just another chapter in the story of a great airline.

The Allegheny Airlines Fleet:

Douglas DC-3 24 — 1953-1966
Martin 202 5 — 1959-1963
Convair 340 17 — 1960-1967
Douglas DC-3 11 — 1948-1962
Convair 440 27 — 1962-1974
Convair 580 40 — 1965-1978
Fairchild F-27J/Fairchild-Hiller FH-227 27 — 1965-1974
Nord 262 13 — 1968-1977
Mohawk 298 9 — 1975-1979
Douglas DC-9-14 1 — 1965-1966
McDonnell Douglas DC-9-31/32 70 — 1966-1979
Boeing 727-100 11 — 1978-1979
Boeing 727-200 2 — 1970-1971
BAC One-Eleven 31 — 1972-1979

American Airlines aircraft slide show (current livery): AG Airline Slide Show

USAir aircraft slide show: AG Airline Slide Show

US Airways aircraft slide show: AG Airline Slide Show

US Airways Shuttle aircraft slide show: AG Airline Slide Show

Lake Central aircraft slide show: AG Airline Slide Show

Mohawk aircraft slide show: AG Airline Slide Show

America West aircraft slide show: AG Airline Slide Show

Empire Airlines aircraft slide show: AG Airline Slide Show

PSA aircraft slide show: AG Airline Slide Show

Piedmont aircraft slide show: AG Airline Slide Show

Allegheny Airlines aircraft slide show: AG Airline Slide Show

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Boeing brings the first 737 MAX fuselage to Renton

Boeing 1st Boeing 737 MAX Fuselage

Boeing (Chicago, Seattle and Charleston) on Friday (August 21) brought the first 737 MAX fuselage to the Renton, WA plant. The fuselage was built in Wichita, KS and transported by rail to the Washington State plant.

Boeing 737 Customers 1

Boeing 737 Customers 2

Boeing explains the production of the Boeing 737 over the years:

Boeing logo (medium)

The first 271 737s were built in Seattle at Boeing Plant 2, just over the road from Boeing Field, (BFI). However, with the sales of all Boeing models falling and large scale staff layoffs in 1969, it was decided to consolidate production of the 707, 727 and 737 at Renton just 5 miles away. In December 1970 the first 737 built at Renton flew and all 737s have been assembled there ever since.

However not all of the 737 is built at Renton. For example, since 1983 the fuselage including nose and tailcone has been built at Wichita and brought to Renton by train. Also much of the sub-assembly work is outsourced beyond Boeing.

Production methods have evolved enormously since the first 737 was made in 1966. The main difference is that instead of the aircraft being assembled in one spot they are now on a moving assembly line similar to that used in car production. This has the effect of accelerating production, which not only reduces the order backlog and waiting times for customers but also reduces production costs. The line moves continuously at a rate of 2 inches per minute; stopping only for worker breaks, critical production issues or between shifts. Timelines painted on the floor help workers gauge the progress of manufacturing.

When the fuselage arrives at Renton, it is fitted with wiring looms, pneumatic and air-conditioning ducting and insulation before being lifted onto the moving assembly line. Next, the tailfin is lifted into place by an overhead crane and attached. Floor panels and galleys are then installed and functional testing begins. In a test called the “high blow”, the aircraft is pressurised to create a cabin differential pressure equivalent to an altitude of 93,000 feet. This ensures that there are no air leaks and that the structure is sound. In another test, the aircraft is jacked up so that the landing gear retraction & extension systems can be tested. As the aircraft moves closer to the end of the line, the cabin interior is completed – seats, lavatories, luggage bins, ceiling panels, carpets etc. The final stage is to mount the engines. There are approximately 367,000 parts on a 737 NG.

The present build time is now just 11 days (5,500 airplane unit hours of work) with a future target of 6 days (4,000 airplane unit hours of work). In Dec 2005 a second production line was opened to increase the production rate to 31 aircraft a month. By 2007 there was a three year waiting list for new 737s, and an order backlog of over 1,600 aircraft. A third production line is under construction dedicated to the MMA order.

After construction they make one flight, over to BFI where they are painted and fitted out to customer specifications. It takes about 200ltrs (50USgallons) of paint to paint a 737. This will weigh over 130kg (300lbs) per aircraft, depending on the livery. Any special modifications or conversions (eg for the C40A, AEW&C or MMA) are done at Wichita after final assembly of the green aircraft. Auxiliary fuel tanks and specialist interiors for VIP aircraft are fitted by PATS at Georgetown, Delaware.

The fuselage is a semi-monocoque structure. It made from various aluminium alloys except for the following parts.

  • Fiberglass: radome, tailcone, centre & outboard flap track farings.
  • Kevlar: Engine fan cowls, inboard track faring (behind engine), nose gear doors.
  • Graphite/Epoxy: rudder, elevators, ailerons, spoilers, thrust reverser cowls, dorsal of vertical stab.

Different types of alluminium alloys are used for different areas of the aircraft depending upon the characteristics required. The alloys are mainly aluminium, zinc, magnesium & copper but also contain traces of silicon, iron, manganese, chromium, titanium, zirconium and probably several other elements that remain trade secrets. The different alloys are mixed with different ingredients to give different properties as shown below:

Fuselage skin, slats, flaps – areas primarily loaded in tension – Aluminium alloy 2024 (Aluminium & copper) – Good fatigue performance, fracture toughness and slow propagation rate.

Frames, stringers, keel & floor beams, wing ribs – Aluminium alloy 7075 (Aluminium & zinc) – High mechanical properties and improved stress corrosion cracking resistance.

737-200 only: Bulkheads, window frames, landing gear beam – Aluminium alloy 7079 (Aluminium & zinc) Tempered to minimise residual heat treatment stresses.

Wing upper skin, spars & beams – Aluminium alloy 7178 (Aluminium, zinc, magnesium & copper) – High compressive strength to weight ratio.

Landing gear beam – Aluminium alloy 7175 (Aluminium, zinc, magnesium & copper) – A very tough, very high tensile strength alloy.

Wing lower skin – Aluminium alloy 7055 (Aluminium, zinc, magnesium & copper) – Superior stress corrosion.


Many components are not built by Boeing but are outsourced to other manufacturers both in the US and increasingly around the world. This may be either for cost savings in production, specialist development or as an incentive for that country to buy other Boeing products. Here is a list of some of the outsourced components:

  • Fuselage, engine nacelles and pylons – Spirit AeroSystems (formerly Boeing), Wichita.
  • Slats and flaps – Spirit AeroSystems (formerly Boeing), Tulsa.
  • Doors – Vought, Stuart, FL.
  • Spoilers – Goodrich, Charlotte, NC.
  • Vertical fin – Xi’an Aircraft Industry, China.
  • Horizontal stabiliser – Korea Aerospace Industries.
  • Ailerons – Asian Composites Manufacturing, Malaysia.
  • Rudder – Bombardier, Belfast.
  • Tail section (aluminium extrusions for) – Alcoa / Shanghai Aircraft Manufacturing, China.
  • Main landing gear doors – Aerospace Industrial Development Corp, Taiwan.
  • Inboard Flap – Mitsubishi, Japan.
  • Elevator – Fuji, Japan.
  • Winglets – Kawasaki, Japan.
  • Forward entry door & Overwing exits – Chengdu Aircraft, China.
  • Wing-to-body fairing panels and tail cone – BHA Aero Composite Parts Co. Ltd, China.

Boeing 737 logo

737 NG Key Production Dates:

17 Nov 1993: Boeing directors authorize the Next-Generation 737-600/-700/-800 program. Southwest Airlines launches the -700 program, with an order for 63 aircraft.

5 Sep 1994: The 737-800 is launched at the Farnborough Air Show.

15 Mar 1995: The 737-600 is launched with an order for 35 from SAS.

28 Apr 1995: The new engine for the Next-Generation 737 family, the CFM56-7, powers up for its first ground test at the Snecma test facility in Villaroche, France.

1 Dec 1995: Major assembly begins on the No. 1 737-700 model when a 55-foot-long spar, or horizontal wing structure, is loaded into an automated assembly tool in the Renton, Wash., factory. Assembly also begins in Wichita, Kan., on the first 737-700 fuselage Section 43 panel (an upper fuselage section).

16 Jan 1996: The CFM56-7, makes its first flight attached to the left-hand wing of a General Electric 747 flying test bed in Mojave, Calif.

20 Mar 1996: The 737-700 program reaches its 90 percent product definition release, marking a major engineering milestone for the new 737 family. The milestone signifies the transition from the development phase to production phase of the program.

22 Apr 1996: The first 737-700 machined wing ribs arrive from Kawasaki Heavy Industries in Japan. Boeing 737 wing ribs were previously built-up assemblies. The single-pieced machined ribs increase quality and decrease weight.

30 Apr 1996: The first Common Display System for the 737-600/-700/-800 flight deck arrives at the Boeing Integrated Aircraft Systems Laboratory in Seattle. The programmable software display unit allows airlines to easily maintain the flight deck and to tailor it to their specifications.

17 Jun 1996: Assembly begins in Wichita, Kan., on the No. 1 nose, or cab, section for the first Boeing 737-700.

2 Jul 1996: Boeing launch the Boeing Business Jet, derived from the 737-700 model.

15 Jul 1996: Employees at the Boeing Renton, Wash., factory unload the No. 1, left-hand 737-700 wing out of its tooling and move the approximately 50-foot-long structure to its next manufacturing position.

26 Jul 1996: The last major body structure for the first 737-700 fuselage is loaded into the integration tool in Wichita, Kan.

12 Aug 1996: Assembly begins in Wichita, Kan., on the nose section of the first 737-800.

24 Aug 1996: The first 737-700 one-piece fuselage leaves Wichita, Kan., bound for Renton, Wash.

3 Sep 1996: The first completed 737-700 fuselage arrives in Renton, Wash., after travelling nearly 2,200 miles from the Boeing Wichita plant. The first pair of CFM56-7 engines arrive at Propulsion Systems Division in Seattle for engine build-up.

18 Sep 1996: Wings are attached to the first 737-700 fuselage in the Renton, Wash., 737 factory.

6 Oct 1996: The first 737-700 fuselage rolls on its own landing gear to the final assembly area, where flight control surfaces, engine and systems are installed.

7 Oct 1996: The 23-foot, 5-inch vertical tail is installed on the first 737-700. The vertical tail weighs approximately 1,500 pounds.

10 Oct 1996: The horizontal stabilizers are attached to the first 737-700, completing the installation of all major airplane structures.

20 Oct 1996: The second 737-700 fuselage arrives in Renton from the Boeing Wichita plant.

26 Oct 1996: The first CFM56-7 engine is attached to the right wing of the first 737-700. The left-hand engine is installed the next day.

29 Nov 1996: The No. 3. 737-700 arrives in Renton from the Boeing Wichita plant.

2 Dec 1996: The first 737-700 rolls out of the Renton factory and advances into the paint hangar.

8 Dec 1996: The first 737-700 is introduced to the world at The Boeing Company’s Renton, Wash., plant. Nearly 50,000 guests attend the Next-Generation 737 celebration.

9 Feb 1997: The first Boeing 737-700 makes its maiden flight, with Boeing Capts. Mike Hewett and Ken Higgins at the airplane’s controls. At 10:05 a.m. PST, the airplane — painted in the Boeing red, white and blue livery — takes off from Renton Municipal Airport in Renton, Wash., as hundreds of Boeing employees and their families watch and cheer. After heading north over Lake Washington, the pilots fly the newest member of the 737 family north over Tattoosh, east to Spokane and then back to Western Washington before landing at Boeing Field in Seattle.

14 Mar 1997: The fuselage of the first 737-800, destined for German-carrier Hapag-Lloyd, arrives in Renton from Boeing Wichita, after traveling 2,190 miles by railcar. At 129 feet 6 inches in length, the 737-800 is 19 feet 2 inches longer than the 737-700.

11 Apr 1997: The first 737-800 rolls to final assembly for airplane systems, horizontal stabilizer and vertical tail installation.

30 Jun 1997: The first 737-800 debuts at a ceremonial rollout on the north end of the 737 final assembly factory. A crowd of several thousand Boeing Commercial Airplane employees are on hand to witness the premiere of the 129-feet-6-inch airplane — the longest 737 ever built. The first 737-800 is the 2,906th 737 built and the 6,508th commercial airplane built by Boeing in Renton.

31 Jul 1997: The 737-800 makes its first flight, with Boeing Capts. Mike Hewett and Jim McRoberts at the airplane’s controls. At 9 a.m. PDT, the 129-foot, 6-inch 737-800 takes off from Renton Municipal Airport in Renton, Wash., as Boeing employees cheer. After heading north over Lake Washington, the pilots fly north to the Straits of Juan de Fuca and conduct a series of flight tests between there and Tatoosh. Three hours and five minutes later, the airplane lands at Boeing Field in Seattle.

17 Dec 1997: Boeing delivers the first Next-Generation 737-700 to launch customer Southwest Airlines. The event is marked by a brief ceremony at Boeing Field. The airplane later departs for Love Field in Dallas, Texas.

23 Jul 2000: The first Next-Generation 737-900 stars in a ceremonial rollout at the Renton factory. Employees of launch customer Alaska Airlines and Boeing employees who worked on the 737-900 program attend the event.

12 Jan 2001: First production 737 “blended” winglets arrive in Seattle, Wash.

14 Feb 2001: The first shipset of “blended” winglets is installed during production of a Next-Generation 737 at the Renton, Wash. factory.

14 May 2004: The 1,500th Next-Generation 737 is delivered to ATA Airlines. The Next-Generation 737 family reached this milestone delivery in less time than any other commercial airplane family, six years after the delivery of the first model. The Next-Generation 737 bested the previous record holder, the Classic 737 series, by four years.

17 Jan 2005: Final assembly time for Next-Generation 737 is cut to 11 days, making it the shortest final assembly time of any large commercial jet. The feat marks a 50 percent reduction in assembly time since the implementation of Lean tactics began in late 1999.

13 Feb 2006: Delivery of the 5,000th 737.

8 Aug 2006: Rollout of first 737-900ER.

7 Feb 2014 Boeing raise 737 production to 42 aircraft a month

13 Mar 2015 New Panel Assembly Line introduced for building wing panels to reduce 737 assembly time

Top Photo: Jim Anderson/Boeing.

Boeing 737 Operators Slide Show: AG Airline Slide Show


FedEx to launch its $4.8 billion offer for TNT Express

FedEx Corporation (FedEx Express) (Memphis) and TNT Express (Amsterdam) have issued this joint statement:

This is a joint press release by FedEx Corporation, FedEx Acquisition B.V. and TNT Express N.V. pursuant to the provisions of Article 10, paragraph 3 and Article 18, paragraph 3 of the Decree on Public Takeover Bids (Besluit Openbare Biedingen Wft, the Decree) in connection with the recommended public offer by FedEx Acquisition B.V. for all the issued and outstanding ordinary shares in the capital of TNT Express N.V., including all American depositary shares representing ordinary shares. This announcement does not constitute an offer, or any solicitation of any offer, to buy or subscribe for any securities in TNT Express N.V. Any offer will be made only by means of the Offer Document, which is available as of today. Terms not defined in this press release will have the meaning as set forth in the Offer Document.

Publication of Offer Document – Offer discussed at TNT Express EGM on 5 October 2015 – Acceptance Period ends 30 October 2015, unless extended

Transaction highlights

  • The Offer is a public cash offer for all the issued and outstanding ordinary shares, including ordinary shares represented by American depositary shares of TNT Express, at an offer price of € 8.00 (cum dividend) per ordinary share.
  • The Executive Board and the Supervisory Board of TNT Express fully support and unanimously recommend the Offer to all shareholders for acceptance.
  • Positive advice and opinion has been obtained from, respectively, the Central Works Council and the European Works Council of TNT Express.
  • PostNL N.V., currently holding approximately 14.7% of the Shares, has irrevocably undertaken to tender its shares under the Offer.
  • The Acceptance Period commences on 24 August 2015 at 9:00 hours, Amsterdam time (3:00 hours, New York time), and ends on 30 October 2015 at 17:40 hours, Amsterdam time (11:40 hours, New York time), unless extended.
  • TNT Express will hold an extraordinary general meeting of shareholders at 9:00 hours, Amsterdam time, on 5 October 2015, during which, amongst other things, the Offer will be discussed.
  • The Offer is subject to the fulfilment of the Offer Conditions as set out in the Offer Document.
    The Offer is subject to a minimum acceptance level of 95% of the Shares. This level is lowered to 80% if the shareholders, at the EGM, vote in favour of inter alia the Asset Sale and Liquidation. As such, adopting the Asset Sale and Liquidation Resolutions would increase deal certainty.
  • The process of obtaining all necessary approvals and competition clearances is on track and evolving in line with the previously communicated timetable. The transaction presents a highly pro-competitive proposition for the provision of small package delivery services within and outside Europe that will benefit consumers and SMEs in Europe and beyond.
  • The Offer is expected to be completed in the first half of 2016.

FedEx Corporation logo

With the publication of the Offer Document today, and with reference to the joint press release of FedEx Corporation (FedEx) and TNT Express N.V. (TNT Express) on 7 April 2015, FedEx Acquisition B.V. (the Offeror) and TNT Express hereby jointly announce that the Offeror is making a public cash offer for all issued and outstanding ordinary shares in the capital of TNT Express (the Ordinary Shares), including Ordinary Shares represented by American Depositary Shares (the ADSs) (Ordinary Shares and ADSs are collectively referred to as the Shares and each a Share).

TNT Express logo

“This is an important transaction for FedEx, and the offer represents positive news for all stakeholders,” said David Binks, Regional President Europe, FedEx Express. “We believe the combination will provide significant value to both companies and both sets of shareholders. FedEx is delighted by the unanimous support from the Executive Board and the Supervisory Board.”

The Offer

The Offeror is making the Offer on the terms and subject to the conditions and restrictions contained in the Offer Document dated 21 August 2015 (the Offer Document). Shareholders tendering their Ordinary Shares under the Offer will be paid in consideration for each Ordinary Share validly tendered (or defectively tendered provided that such defect has been waived by the Offeror) for acceptance pursuant to the Offer prior to or on the Acceptance Closing Date (each a Tendered Share) an amount in cash of € 8.00 (eight euro) (the Offer Price). Shareholders tendering their ADSs under the Offer will be paid in consideration for each ADS validly tendered (or defectively tendered provided that such defect has been waived by the Offeror) a cash amount equal to the U.S. dollar equivalent of the Offer Price, calculated by using the spot market exchange rate for the U.S. dollar against the euro published on Bloomberg at noon New York Time on the day immediately prior to the date on which funds are received by Citibank, N.A. (the ADS Tender Agent), in its capacity as ADS Tender Agent, to pay for the ADSs following the Unconditional Date upon the terms and subject to the conditions set out in the Offer Document.

The Offer Price includes any (interim) cash or share dividend or other distribution on the Shares that is or may be declared by TNT Express on or prior to the Settlement Date and the record date for such cash or share dividend or other distribution occurs on or prior to the Settlement Date. Consequently, if on or prior to the Settlement Date any cash or share dividend or other distribution is declared in respect of the Shares and the record date for such cash or share dividend or other distribution occurs on or prior to the Settlement Date, the Offer Price will be decreased by an amount per Share equal to any such cash or share dividend or other distribution per Share.

The Offer values 100% of the Shares at € 4.4 billion (USD 4.8 billion). FedEx has confirmed in a press release dated 13 May 2015 that it will be able to finance the aggregate consideration of the Offer.

Rationale for the Offer

By combining their businesses (the Combination), TNT Express and FedEx have the intention to create a leading global player in providing logistics, transportation, express delivery and related business services, drawing on the considerable strengths of both TNT Express and FedEx.

Key elements of the strategic rationale for, and the strength of, the Combination include:

the Combination’s customers would enjoy access to a considerably enhanced, integrated global network. This network would benefit from the combined strength of TNT Express’ strong European road platform and Liege hub and FedEx’s strength in other regions globally, including North America and Asia;

TNT Express’ customers would benefit from the Combination’s comprehensive transportation solutions, such as express, global freight forwarding, contract logistics and surface transportation capabilities;

FedEx would strengthen TNT Express with investment capacity, sector expertise and global scope;

the strong balance sheet of the Combination is expected to support deploying additional capital to TNT Express’ business and support the growth of (the business of) TNT Express;

a strong cultural fit, as both FedEx and TNT Express focus on customer service, operational excellence and good corporate citizenship; and

the Combination would offer exciting new prospects and career opportunities to FedEx and TNT Express employees as part of a global, growing and highly respected organisation.

Governance of TNT Express post completion

Supervisory Board

After successful completion of the Offer, the Supervisory Board will be composed of three new members selected by FedEx (being David Cunningham, Christine Richards and David Bronczek, who will act as chairman) and two persons qualifying as independent within the Dutch Corporate Governance Code (the Independent Members) (being Margot Scheltema and Shemaya Levy Chocron, both members of the current Supervisory Board). The Independent Members will continue to serve on the Supervisory Board for at least three years as of the commencement of the Offer. They will be charged particularly with monitoring the compliance with the non-financial covenants in relation to the Offer and will have certain veto rights with respect to the non-financial covenants and post-Offer restructuring that could lead to dilution or unequal treatment of minority shareholders.

Executive Board

As from the Settlement Date, David Binks, currently Regional President Europe, FedEx Express, will join the TNT Express Executive Board as Chief Executive Officer. Mark Allen, Senior Vice President – Legal International, FedEx Express, will then also join the Executive Board. Maarten de Vries will remain in office as Chief Financial Officer for a period of six months following the Settlement Date.

In good consultation, Tex Gunning, FedEx and the Supervisory Board of TNT Express, have mutually agreed that Mr. Gunning will resign as CEO and as member of the TNT Express Executive Board on the Settlement Date.

Both Mr. Gunning and Mr. De Vries will continue to serve on the integration committee for a period of six months following the Settlement Date.

In line with the remuneration policy of TNT Express as published in its Annual Report since 2003, both Mr. Gunning and Mr. De Vries will receive a change of control severance payment.

Mr. Gunning and Mr. De Vries will not receive a special bonus related to the Offer and/or the completion of it. The existing rights to performance shares of the members of the Executive Board, as published in TNT Express’ Annual Reports, are subject to a pro rata parte vesting and settlement with respect to rights granted in 2015. Rights granted in 2014 will vest and be settled in full. The statutory claw-back regulation will be applied. This will result in a deduction of the cash value of these performance shares. With regard to his transitional role as CFO and continued responsibility as Executive Board Member and member of the Integration Committee, Mr. De Vries will receive a one-time retention payment instead of his variable short- and long-term incentive for the six month period following Settlement Date. This one-time payment is subject to shareholder approval at the EGM.

Integration committee

The integration of the Combination will be the responsibility of FedEx and the Boards. In order to facilitate such integration, an integration committee will be established for a minimum period of two years as of the Settlement Date consisting of four members, two of which will be executives of TNT Express and two of which will be executives of FedEx. The chairman of the integration committee will be a FedEx representative and will have a casting vote. The integration committee will determine an integration plan and submit it to FedEx and the Boards, monitor its implementation and do all things necessary to assist and optimise the integration of the Combination.

The initial members of the integration committee will be Mr. Gunning, Mr. De Vries, Mr. Cunningham and Robert Henning. Mr. Gunning and Mr. De Vries have agreed to serve on the integration committee for a period of six months after the Settlement Date. When either Mr. Gunning or Mr. De Vries resigns from the integration committee, his seat will be taken up by another executive of TNT Express.

Non-financial covenants

FedEx has provided certain non-financial covenants with regard to strategy, governance, employees and employee representation, organisation, the TNT Express brand, as well as other matters. The non-financial covenants are set out in detail in the Offer Document and will apply for three years following commencement of the Offer.

The Combination offers a unique opportunity to strengthen the resource base of both companies, thereby offering prospects for employees of the combined companies. FedEx has a long-standing history of developing leaders from within its organization, providing best-in-class training and development opportunities. FedEx will continue to respect existing work councils’, trade unions’ and employee rights and benefits (including pension rights).

The combined companies will cooperate to avoid any significant redundancies in the global or Dutch work forces. The combined companies will foster a culture of excellence, where qualified employees will be offered attractive training and national and international career progression based on available opportunities.

Recognizing the significant value of TNT Express’ operations, infrastructure, people and expertise in Europe, Amsterdam/Hoofddorp will become the European regional headquarters of the combined companies. Liege will be maintained as a significant operation for the group going forward. In addition, TNT Express’ operations as a European air carrier will be divested to address applicable airline ownership regulations. Where permitted by regulation, FedEx intends to transition TNT Express’ intercontinental air operations to FedEx.

FedEx will allow the combined companies to continue their leadership in sustainable development. The brand name of TNT Express will be maintained for an appropriate period. FedEx and TNT Express will ensure that the TNT Express group will remain prudently financed, including with respect to the level of debt, to safeguard business continuity and to support the success of the business.

Unanimous recommendation of the Executive Board and Supervisory Board of TNT Express

After having given due and careful consideration to the strategic rationale and the financial and social aspects and consequences of the proposed transactions, the Boards have reached the conclusion that the Offer, provides a fair price to its shareholders and the Offer, including the Asset Sale and Liquidation, is in the best interests of TNT Express and all its stakeholders. With reference to the Position Statement, the Boards fully support the Offer and the Asset Sale, unanimously recommend to the shareholders to accept the Offer and to tender their Shares pursuant to the Offer, and unanimously recommend voting in favour of all resolutions relating to the Offer and the Asset Sale and Liquidation that will be proposed at the EGM.

On 6 April 2015, Goldman Sachs International issued an opinion to the Boards and Lazard issued an opinion to the Supervisory Board, in each case as to the fairness, as of such date, and based upon and subject to the factors and assumptions set forth in each fairness opinion, that (i) the € 8.00 per Share in cash to be paid to the Shareholders pursuant to the Merger Protocol was fair from a financial point of view to the Shareholders, and (ii) the purchase price to be paid to TNT Express for the entire TNT Express business under the Asset Sale (as described below) was fair from a financial point of view to TNT Express. The full text of such fairness opinions, each of which sets forth the assumptions made, procedures followed, matters considered and limitations on the review undertaken in connection with each such opinion, are included in the Position Statement. The opinion of Goldman Sachs International and Lazard is not a recommendation as to whether or not any Shareholder should tender such Shares in connection with the Offer or any other matter.

Extraordinary general meeting of shareholders

TNT Express will hold an extraordinary general meeting of shareholders (the EGM) to discuss the Offer. The EGM will be held at the TNT Centre, Taurusavenue 111, 2132 LS Hoofddorp, the Netherlands at 9:00 hours, Amsterdam time, on 5 October 2015.

At the EGM, the Offer, among other matters, will be discussed in accordance with the Decree. In connection with the Offer, the shareholders are being asked to adopt resolutions to amend the articles of association of TNT Express and change the composition of the Executive Board and the Supervisory Board. At the EGM, the shareholders will also be asked to vote in favour of the Asset Sale and Liquidation Resolutions.

A position statement providing further information to the shareholders as required pursuant to Article 18, paragraph 2 of the Decree (the Position Statement), including the agenda for the EGM (and explanatory notes thereto), is made available by TNT Express as of today.

Central Works Council and European Works Council of TNT Express

The Central Works Council has given a positive advice and the European Works Council has given a positive opinion in respect of (i) the Offer and (ii) the Asset Sale and Liquidation, and Conversion (as defined in the Offer Document).

The secretariat of the Social Economic Council (Sociaal Economische Raad) and the relevant trade unions have also been notified of the Offer, in accordance with the Merger Code (SER Fusiegedragsregels 2000).

Competition clearances and indicative timetable

The Offer is conditional on obtaining competition approval from the relevant antitrust authorities in the EU, Brazil, China and, to the extent applicable, the United States of America.

FedEx and TNT Express are on track to obtain all necessary approvals and competition clearances. Based on the required steps and subject to the necessary approvals, FedEx and TNT Express anticipate that the Offer will close in the first half of calendar year 2016. The formal notification for EU competition clearance was filed on 26 June 2015. The European Commission has initiated a Phase II review in connection with the Offer and on 13 August 2015 announced on its website that it extended its deadline for the completion of its Phase II review by 20 working days to 13 January 2016. The Phase II review is the next step in the process where the European Commission conducts an in-depth analysis under the EU Merger Regulation before coming to a decision on whether to grant anti-trust approval. The transaction is also being reviewed by other antitrust agencies, including the Ministry of Commerce (MOFCOM) in China and Conselho Administrativo de Defesa Econômica (CADE) in Brazil. The Combination presents a highly pro-competitive proposition for the provision of small package delivery services within and outside Europe. The networks of TNT Express and FedEx are largely complementary, given that FedEx’s strength is providing US domestic and extra-EEA international services, while TNT Express’ focus is on providing intra-European services. The Combination would allow the parties to sell a more competitive e-commerce offering in the market, which should benefit consumers and SMEs in Europe and beyond.

Irrevocable from PostNL N.V. and Mr. Vollebregt

PostNL, currently holding approximately 14.7% of the Shares, has irrevocably undertaken to tender all Shares currently held or to be acquired by it prior to the Acceptance Closing Date in the Offer under the same terms and conditions as stated in the Offer Document.

The irrevocable undertaking contains customary terms and conditions, including that the irrevocable undertaking shall terminate (as a consequence of which PostNL will not be obliged to tender its Shares and/or shall be entitled to withdraw its acceptance of the Offer) in the event inter alia a Superior Offer (as defined in the Offer Document) is made and FedEx has not made a Matched Offer (as defined in the Offer Document) and, as a consequence, the Boards have withdrawn or modified their recommendation. Mr. Vollebregt, currently holding 10,052 Shares, has irrevocably undertaken to tender all his Shares under the Offer, under the same terms and conditions as the other shareholders, subject to the condition that the Offer is made and the condition that the Boards continue to support and recommend the Offer.

Neither PostNL nor Mr. Vollebregt have received any information relevant for a shareholder in connection with the Offer that is not included in the Offer Document and will tender their Shares under the Offer, under the same terms and conditions as the other shareholders.

Acceptance period

The Acceptance Period will commence at 9:00 hours, Amsterdam time (3:00 hours, New York time), on 24 August 2015 and will expire at 17:40 hours, Amsterdam time (11:40 hours, New York time) on 30 October 2015 (the Acceptance Closing Date), unless the Acceptance Period is extended, in which case the Acceptance Closing Date shall be the date on which the extended Acceptance Period expires. The Offeror has agreed that it will accept valid book entry tenders of ADSs up until 17:00 hours, New York time, on the Acceptance Closing Date.

Shares tendered on or prior to the Acceptance Closing Date may not be withdrawn, subject to the right of withdrawal of any tender of Shares during the Acceptance Period in accordance with the provisions of Article 5b, paragraph 5, Article 15, paragraphs 3 and 8 and Article 15a paragraph 3 of the Decree. In case of extension of the Acceptance Period, any Shares previously tendered and not withdrawn will remain subject to the Offer.

Acceptance by shareholders

Shareholders who hold their Ordinary Shares through an institution admitted to Euronext Amsterdam (an Admitted Institution) are requested to make their acceptance known through their custodian, bank or stockbroker no later than 17:40 hours CET, on 30 October 2015, unless the Acceptance Period is extended. The custodian, bank or stockbroker may set an earlier deadline for communication by shareholders in order to permit the custodian, bank or stockbroker to communicate acceptances to ING Bank N.V. (the Settlement Agent) in a timely manner.

Admitted Institutions may tender Ordinary Shares for acceptance only to the Settlement Agent and only in writing. In submitting the acceptance, the Admitted Institutions are required to declare that (i) they have the Tendered Shares in their administration, (ii) each shareholder who accepts the Offer irrevocably represents and warrants that the Tendered Shares are being tendered in compliance with the restrictions set out in Section 2 (Restrictions) and Section 3 (Important Information) of the Offer Document and the securities and other applicable laws and/or regulations of the jurisdiction(s) to which such shareholder is subject, and no registration, approval or filing with any regulatory authority of such jurisdiction is required in connection with the Tendered Shares, and (iii) they undertake to transfer (leveren) these Tendered Shares to the Offeror prior to or on the Settlement Date, provided the Offeror declares the Offer unconditional (gestand wordt gedaan).

Acceptance by holders of ADSs

Holders of ADSs in registered form, either in American depositary receipt (ADR) form or in uncertificated form through the Direct Registration System (a system administered by the DTC pursuant to which Citibank, N.A., the depositary for the ADSs (the U.S. Depositary), may register the ownership of uncertificated ADSs in its books), may accept the Offer and tender ADSs to the ADS Tender Agent by delivering to the ADS Tender Agent a properly completed and duly executed ADS Letter of Transmittal, with any applicable signature guarantees from an Eligible Institution, together with the ADRs representing the ADSs specified on the face of the ADS Letter of Transmittal, if applicable, prior to the Acceptance Closing Time.

Holders of ADSs in book-entry form, all of which are held through the facilities of the Depository Trust Company (DTC), must instruct the financial intermediary through which such shareholders own their ADSs to arrange for a DTC participant holding the ADSs in its DTC account to tender such ADSs to the DTC account of the ADS Tender Agent through the book-entry transfer facilities of DTC, together with an Agent’s Message, no later than 11:40 hours, New York time, on the Acceptance Closing Date. DTC has informed the Offeror that it can only cut off book-entry tenders at the end of a business day, New York time, and the Offeror has agreed that it will accept valid book-entry tenders of ADSs up until 17:00 hours, New York time, on the Acceptance Closing Date.

If the procedure for registered or book-entry tender cannot be completed on a timely basis, holders of ADSs may follow the guaranteed delivery procedures described in the Offer Document.

Declaring the Offer unconditional

The Offer is subject to the satisfaction of the offer conditions set out in Section 6.6 (Offer Conditions, waiver and satisfaction of the Offer) of the Offer Document (the Offer Conditions). The Offer Conditions may be waived, to the extent permitted by law or by agreement, as set out in Section 6.6 (Offer Conditions, waiver and satisfaction of the Offer) of the Offer Document. Extension of the Acceptance Period may in any event occur one time (extension for more than one period is subject to clearance of the Dutch Authority for the Financial Markets (the AFM), which will only be given in exceptional circumstances).

One of the Offer Conditions is a minimum acceptance level of 95% of Shares. This level is lowered to 80% if the shareholders, at the EGM, vote in favour of the Asset Sale and Liquidation, and Conversion.

No later than on the third Business Day following the Acceptance Closing Date, such date being the Unconditional Date, the Offeror will determine whether the Offer Conditions have been satisfied or are to be waived and announce whether (i) the Offer is declared unconditional, (ii) the Offer will be extended in accordance with Article 15 of the Decree, or (iii) the Offer is terminated, as a result of the Offer Conditions not having been satisfied or waived, all in accordance with Section 6.6.2 (Waiver) and Section 6.6.3 (Satisfaction) of the Offer Document.


If one or more of the Offer Conditions is not satisfied or waived in accordance with Section 6.6.2 (Waiver) of the Offer Document before the end of the initial Acceptance Period, the Offeror shall extend the initial Acceptance Period once for a minimum period of two weeks and a maximum period of 10 weeks so that the Offer Conditions may be satisfied or, to the extent legally permitted, waived in accordance with Section 6.6.2 (Waiver) of the Offer Document.

In addition, the Acceptance Period may be further extended if the events referred to in article 15 paragraph 5 of the Decree occur. Further extensions are subject to clearance of the AFM. If the Offer Condition with respect to Competition Clearances is not satisfied or, to the extent legally permitted, waived in accordance with Section 6.6.2 (Waiver) of the Offer Document before the end of the (extended) Acceptance Period, the Offeror shall (subject to receipt of an exemption granted by the AFM) extend the Acceptance Period until such time as the Offeror and TNT Express reasonably believe is necessary to cause such Offer Condition to be satisfied.

In view of the extended deadline of the European Commission for the completion of its Phase II review to 13 January 2016, it seems likely that the Offeror will need to extend the Acceptance Period beyond an initial extension.

If the Offeror extends the Offer past the initial Acceptance Closing Time, all references in the Offer Document to the “Acceptance Closing Time”, “Acceptance Closing Date” or “17:40 hours CET, on 30 October 2015” or “11:40 hours New York Time, on 30 October 2015” shall, unless the context requires otherwise, be changed, as applicable, to the latest time and date to which the Offer has been so extended.

If the Acceptance Period is extended, so that the obligation pursuant to Article 16 of the Decree to announce whether the Offer is declared unconditional (gestand wordt gedaan) is postponed, a public announcement to that effect will be made ultimately on the third Business Day following the Acceptance Closing Date in accordance with the provisions of Article 15, paragraph 1 and paragraph 2 of the Decree. If the Offeror extends the Acceptance Period, the Offer will expire on the latest time and date to which the Offeror extends the Acceptance Period.

During an extension of the Acceptance Period, any Shares previously tendered and not withdrawn will remain subject to the Offer, subject to the right of each shareholder to withdraw the Shares he or she has already tendered in accordance with Article 15, paragraph 3 of the Decree and subject to any withdrawal rights available pursuant to Article 5b, paragraph 5, Article 15, paragraph 8 and Article 15a, paragraph 3 of the Decree.

Post-Closing Acceptance Period

If and when the Offer is declared unconditional (gestand wordt gedaan), the Offeror will publicly announce, in accordance with Article 17 of the Decree, a Post-Closing Acceptance Period (as defined in the Offer Document) to enable shareholders that did not tender their Shares during the Acceptance Period to tender their Shares under the same terms and conditions applicable to the Offer.


In the event that the Offeror announces that the Offer is declared unconditional (gestand wordt gedaan), the Offeror will accept transfer (levering) of all Tendered Shares on the terms of the Offer and as soon as practically possible, but in any event on the Settlement Date, transfer the Offer Price in respect of each Tendered Share. The Settlement Date shall be no later than five Business Days after the Unconditional Date.

Asset Sale and Liquidation

  • The Asset Sale and Liquidation (as defined in the Offer Document) may only be implemented, to be decided by FedEx, if and after the Offer is declared unconditional, after the Post-Closing Acceptance Period and after completion of a Minority Exit Opportunity (as defined below).
  • The Asset Sale and Liquidation will not be implemented if the acceptance level of the Offer after the Post-Closing Acceptance Period is equal to or higher than 95%.
  • Before the Asset Sale and Liquidation will be implemented, the minority shareholders will be offered an exit for a consideration equal to the Offer Price, without interest and subject to withholding tax and other taxes (i.e. the Minority Exit Opportunity).
  • The Asset Sale and Liquidation structure (which, if approved, includes an acceptance level threshold of 80%) increases the likelihood of the Offer being declared unconditional. This, in turn, is beneficial to the continuity and enhances the business of TNT Express, and is therefore beneficial to its stakeholders, as it diminishes the uncertainty on whether or not the Combination will become effective.
  • Each of the Boards is of the opinion that it is their fiduciary duty to propose the Asset Sale and Liquidation to the shareholders as the Offeror’s willingness to pay the Offer Price and to pursue the Offer is predicated on the Offeror’s ability to integrate TNT Express within FedEx after completion of the Offer.
  • The Asset Sale and Liquidation will be proposed at the EGM by the Boards, but the shareholders must ultimately vote on whether or not to pass the Asset Sale and Liquidation Resolutions.
  • The Central Works Council has rendered positive advice and the European Works Council a positive opinion in respect of the Asset Sale and Liquidation as they see the merits of the Offer being successfully consummated.
  • Full transparency to the shareholders is important to each of the Boards, hence the detailed information in the Offer Document, the Position Statement and all other documentation in respect of the Asset Sale and Liquidation.
  • The Asset Sale and Liquidation would lead to minimal disruption to TNT Express’ business and operations.
  • The Boards have the right to re-evaluate the terms and conditions of the Asset Sale and Liquidation if fewer than 80% of the Shares are held by the Offeror and its Affiliates after the Post-Closing Acceptance Period, and in that event the Boards will not be obliged to cooperate with implementing the Asset Sale and Liquidation.
  • Transactions with a similar effect have been proposed/implemented in the past (among others Exact/Eiger, Corio/Klépierre, Ziggo/Liberty Global, DE Master Blenders 1753/JAB, Super de Boer/Jumbo and Crucell/Johnson & Johnson).

As further described in the Offer Document, the Offeror and TNT Express have agreed in principle to certain arrangements to facilitate the Offeror acquiring 100% of the Shares and/or full ownership of TNT Express as soon as practically possible after completion of the Offer and upon the fulfilment of certain conditions. One of these arrangements is the Asset Sale and Liquidation.

In summary, the Asset Sale and Liquidation consists of the following steps:

  • Pursuant to the Asset Sale Agreement, the business of TNT Express would be transferred from TNT Express to the Offeror against payment by the Offeror to TNT Express of an amount equal to the Offer Price per Share multiplied by the total number of Shares issued and outstanding immediately prior to completion of such transaction.
  • Subsequently, TNT Express would be dissolved (ontbonden) and liquidated (vereffend). The liquidation of TNT Express, including one or more intended advance liquidation distributions, would result in the payment of an amount equal to the Offer Price per Share, without interest and subject to withholding and other taxes.

If the Offeror elects to pursue the Asset Sale and Liquidation, a shareholder that did not tender its Shares under the Offer will receive an amount equal to the amount that it would have received had it tendered its Shares under the Offer. The withholding taxes and other taxes, if any, imposed on such shareholder may be different from, and greater than, the taxes imposed upon a shareholder that tenders its Shares under the Offer. Consequently, if the Asset Sale is pursued, the net amount received by a shareholder for Shares that are not tendered under the Offer (and who remains a shareholder up to and including the time of the Asset Sale and any subsequent liquidation) will depend upon such shareholder’s individual tax circumstances and the amount of any required withholding or other taxes. With respect to the Shareholder Distribution, Dutch dividend withholding tax will be due at a rate of 15% to the extent that Shareholder Distributions exceed the average paid-in capital of those Shares as recognised for purposes of Dutch dividend withholding tax.

The Asset Sale and Liquidation can only be implemented if after the Acceptance Period, the Post-Closing Acceptance Period, and completion of a Minority Exit Opportunity, a statutory buy-out procedure cannot be used.

The Boards unanimously recommend the shareholders to vote in favour of the Asset Sale and Liquidation Resolutions at the EGM. The motivation of the Boards is explained in detail in Section 9 of the Position Statement.

Liquidity, delisting and post-settlement restructuring and future legal structure

The acquisition of Shares by the Offeror pursuant to the Offer will reduce the number of shareholders, as well as the number of Shares that might otherwise be traded publicly.

Should the Offer be declared unconditional (gestand wordt gedaan), the Offeror intends to procure the delisting of the Shares on Euronext Amsterdam as soon as possible. This may further adversely affect the liquidity and market value of any Shares not tendered under the Offer. In addition, the Offeror may initiate any of the procedures set out in Section 6.16 (Post-Settlement Restructuring and future legal structure) of the Offer Document.

If the Offeror and/or its Affiliates acquire 95% or more of the Shares, the Offeror will be able to procure delisting of the Shares from Euronext Amsterdam in accordance with its policy rules. The listing of the Shares on Euronext Amsterdam can also be terminated after a successful Asset Sale followed by Liquidation (see Section 6.16.3 (Asset Sale and Liquidation) of the Offer Document) or Statutory Merger (see Section ‎6.16.5 (Statutory Merger) of the Offer Document).


Any further announcements in relation to the Offer will be issued by press release. Any joint press release issued by the Offeror and TNT Express will be made available on the websites of FedEx (http://investors.fedex.com) and TNT Express (www.tnt.com). Subject to any applicable requirements of the applicable rules and without limiting the manner in which the Offeror may choose to make any public announcement, the Offeror will have no obligation to communicate any public announcement other than as described above.

Copyright Photo: Paul Bannwarth/AirlinersGallery.com. TNT Airways – The People Network (Austria) Boeing 737-4Y0 (F) OE-IAF (msn 25184) arrives at Basel/Mulhouse/Freiburg.

FedEx Express aircraft slide show: AG Airline Slide Show

TNT Airways (Belgium) aircraft slide show: AG Airline Slide Show



Nok Air takes delivery of its first direct-purchase Boeing 737-800

Boeing (Chicago, Seattle and Charleston) and Nok Air (Bangkok) have celebrated the airline’s first direct-purchased Next-Generation 737-800 (the pictured 737-88L HS-DBT, msn 61293). The delivery marks the first of seven Next-Generation 737-800s the airline has on order with Boeing.

Nok Air logo-1

Nok Air will also introduce Boeing’s new 737 MAX 8 in the next couple of years.

Nok Air is a low-cost carrier that operates an all-Boeing fleet of Next-Generation 737-800s.

Above Photo: Boeing.

Nok AIr aircraft slide show: AG Airline Slide Show

Nok Air is celebrating its 11th anniversary.

Nok Air 11th Anniversary (Nok Air)(LR)

Sriwijaya Air takes delivery of the first two Boeing 737-900 ER airplanes

Sriwijaya Air (Jakarta) and Boeing (Chicago, Seattle and Charleston) on August 20 celebrated the delivery of two new Next-Generation 737-900 ER (Extended Range) airplanes (PK-CMO and PK-CMP). This is the first all-new airplane delivery for Sriwijaya Air, Indonesia’s third largest carrier.

Sriwijaya Air logo

The airline operates an all-Boeing fleet of 737 airplanes and offers flights to various Indonesian destinations and a select few international cities.

Copyright Photo: Joe G. Walker/AirlinersGallery.com. Boeing 737-9LF ER PK-CMP (msn 41843), previously planned for UTair, is named “Keiginan”. The new jetliner is pictured on a test flight from Boeing Field in Seattle on August 15.

Sriwijaya Air aircraft slide show: AG Airline Slide Show

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American Airlines announces Los Angeles – Havana charter flights

American Airlines (Dallas/Fort Worth) and Cuba Travel Services plan to operate the first charter flights between Los Angeles International Airport (LAX) and Jose Marti International Airport (HAV) in Havana later this year, providing travelers the only nonstop service connecting the West Coast to Cuba since travel restrictions were eased.

American Airlines 2013 logo

American’s new charter service between Los Angeles and Havana will be sold by Cuba Travel Services and will operate on Saturdays beginning on nDecember 12 with Boeing 737-800 aircraft.

In addition, American will operate a Saturday flight between Miami International Airport and Havana, also sold by Cuba Travel Services.

American has operated charter flights to Cuba since 1991. With these additions, American will offer 22 weekly flights from Miami, Tampa and Los Angeles to five destinations in the country: Camaguey, Cienfuegos, Havana, Holguin and Santa Clara. This year, American will operate approximately 1,200 charter flights to Cuba, more than any other airline. American also is the leading carrier to the Caribbean with up to 150 daily flights to more than 30 destinations.

With the addition of Havana, American will have launched nine international flights from its LAX hub this year. Additions include a second daily flight to London’s Heathrow Airport; Vancouver, Canada; Belize City, Belize; Guadalajara, Mexico City and Mazatlan, Mexico; Sydney (pending regulatory approvals) and Tokyo-Haneda (pending Japanese government approval).

Copyright Photo: Michael B. Ing/AirlinersGallery.com. Boeing 737-823 N823NN (msn 29560) departs from Los Angeles International Airport (LAX).

American Airlines aircraft slide show (current livery): AG Airline Slide Show

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Lion Air takes delivery of its 150th Boeing Next-Generation 737

Boeing delivers Lion Air’s 150th 737

Boeing delivers Lion Air’s 150th 737

Lion Air (Jakarta) started passenger operations on June 30, 2000 with one Boeing 737-200. Today the fast-growing Indonesian carrier along with Boeing is celebrating the delivery of the 150th Next-Generation 737. Lion Air is now the largest privately-owned airline in Indonesia.

Lion Air logo-1

Photos: Jim Anderson/Boeing via Randy’s Journal. The pictured Boeing 737-8GP PK-LPJ (msn 39869) wears a special logo to celebrate the milestone. PK-LPJ was handed over to the airline on August 14.

Lion Air aircraft slide show: AG Airline Slide Show

Boeing delivers Lion Air’s 150th 737

Boeing delivers Lion Air’s 150th 737