Category Archives: US Airways Group

AMR Corporation and the US Airways Group come together as the American Airlines Group

AMR Corporation (Dallas/Fort Worth) and US Airways Group, Inc. (Phoenix) today announced the completion of their merger to officially form American Airlines Group Inc. (NASDAQ: AAL) and begin building the new American Airlines (Dallas/Fort Worth).

According to the new airline group, “The new American has a robust global network with nearly 6,700 daily flights to more than 330 destinations in more than 50 countries and more than 100,000 employees worldwide.  The combined airline has the scale, breadth and capabilities to compete more effectively and profitably in the global marketplace. Customers will soon enjoy access to more benefits and increased service across the combined company’s larger worldwide network and through an enhanced oneworld® Alliance. US Airways will exit Star Alliance on March 30, 2014 and will immediately enteroneworld on March 31, 2014. With an expanded global network and a strong financial foundation, American will deliver significant benefits to consumers, communities, employees and stakeholders.”

Although American and US Airways have come together as one company, the process to achieve a Single Operating Certificate is expected to take approximately 18 to 24 months. In the meantime, customers should continue to do business with the airline from which travel was purchased just as they did before the merger.  In short, it is “business as usual.”  The airlines’ separate websites, aa.com and usairways.com, as well as the two airlines’ reservations systems and loyalty programs, will continue to operate separately until further in the integration process.

Customer benefits of the transaction to be rolled out over time include:

  • A codeshare agreement between American and US Airways, creating more convenient access to the combined company’s global network
  • More choices and connectivity, with nine hub airports across the U.S.
  • Global access to a stronger oneworld alliance – including joint businesses with British Airways, Iberia and Finnair across the Atlantic and with Japan Airlines and Qantas across the Pacific – creating more options for travel and benefits both domestically and internationally
  • Reciprocal American Admirals Club and US Airways Club benefits and reciprocal elite recognition
  • Upgrade reciprocity
  • Consolidation of loyalty programs and expanded opportunities to earn and redeem miles across the combined network
  • Full integration of policies, websites, kiosks and customer-facing technology to ensure a consistent worldwide travel experience
  • Co-location of ticket counters and gates in key markets
  • With firm orders for more than 600 new mainline aircraft, American will have one of the most modern and efficient fleets in the industry, and a solid foundation for continued investment in technology, products, and services

Customers will begin to see enhancements to their experience in early January, including the ability to earn and redeem miles when traveling on either American Airlines or US Airways, reciprocal American Admirals Club and US Airways Club benefits, and reciprocal elite recognition.  The combined airline expects to share more details around these key customer benefits early next year.

As the integration process is underway, American’s new Find Your Way site, aa.com/findyourway, will connect customers to key information throughout the merger integration process.  Additionally, customers should visit aa.com and usairways.com, which will continue to be regularly updated with news on any fee, policy and procedure changes.

Employees of the new American will benefit from being part of a company with a more competitive and stronger financial foundation, which will create greater career opportunities over the long term.  The completed merger also provides the path to improved compensation and benefits for employees.

Alignment of pay, benefits, work rules and other guidelines for employees of both airlines will be phased in over time so that all changes can be carefully considered.  Represented employees will continue to work under their respective Collective Bargaining Agreements, with the modifications provided under the negotiated Memoranda of Understanding for certain groups.  American’s non-represented Agents, Representatives and Planners will operate under their current terms and conditions of employment with merger-related adjustments.

The combination is expected to deliver enhanced value to American Airlines’ stakeholders and US Airways’ investors.  The transaction is expected to generate more than $1 billion in annual net synergies by 2015.

The common and preferred stock of American Airlines Group will trade on the NASDAQ Global Select Market under the symbols “AAL” and “AALCP,” respectively.

Rothschild is serving as financial advisor to American Airlines, and Weil, Gotshal & Manges LLP, Jones Day, Paul Hastings, Debevoise & Plimpton LLP and K&L Gates LLP are serving as legal counsel.  Barclays and Millstein & Co. are serving as financial advisors to US Airways, and Latham & Watkins LLP, O’Melveny & Myers LLP, Dechert LLP and Cadwalader, Wickersham & Taft LLP are serving as legal counsel to US Airways. Moelis & Company and Mesirow Financial are serving as financial advisors to the Unsecured Creditors Committee. Skadden, Arps, Slate, Meagher & Flom LLP and Togut, Segal & Segal LLP are serving as the Unsecured Creditors Committee’s legal counsel.

Copyright Photo: Brian Peters/AirlinersGallery.com. Repainted with the new tail markings, Boeing 777-223 ER N791AN (msn 30254) departs from the DFW Hub in the “new look” AA Oneworld livery. N791AN is the first American aircraft to appear in the updated Oneworld color scheme.

Video: A “Thank You” from outgoing CEO Tom Horton of the American Airlines:

American Airlines: AG Slide Show

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AMR proposes to exit Chapter 11 and merge with the US Airways Group on December 9

AMR Corporation (American Airlines) (Dallas/Fort Worth) today issued this statement:

Today, the U.S. Bankruptcy Court for the Southern District of New York approved the settlement of the lawsuit reached with the U.S. Department of Justice (DOJ) and certain states relating to the merger of AMR Corporation and US Airways Group, Inc. (US Airways). The court also ruled that the merger may be consummated despite the pendency of a private antitrust lawsuit. As a result of the Court’s rulings, AMR Corporation, the parent company of American Airlines, Inc., today filed with the U.S. Bankruptcy Court for the Southern District of New York a notice that the proposed effective date of the Plan of Reorganization will be December 9, 2013.

Consummation of AMR’s Plan of Reorganization and the merger of US Airways Group, Inc. with and into a subsidiary of AMR Corporation is planned to be completed prior to the securities markets opening on December 9, 2013. Assuming this expected schedule, the last day of trading of all outstanding securities of AMR, including the common stock trading under the symbol “AAMRQ,” and the common stock of US Airways Group, Inc. (Phoenix) will be December 6, 2013.

Upon the anticipated closing of the merger on December 9, 2013, AMR Corporation will be renamed American Airlines Group Inc., with its common stock to be listed and traded on the NASDAQ Global Select Market under the symbol “AAL” and its preferred stock to be listed and traded on the NASDAQ Global Select Market under the symbol “AALCP.”

At the time the Plan of Reorganization becomes effective and the merger closes, each outstanding share of US Airways Group, Inc. common stock will be converted into one share of American Airlines Group Inc. common stock and substantially all pre-Chapter 11 unsecured claims against and outstanding equity securities of AMR Corporation will be satisfied by  American Airlines Group Inc. common stock or preferred stock in accordance with the Plan of Reorganization.

This merger will create the world’s largest airline. It will be the end of US Airways as a stand alone company (operating initially under the American Airlines Group until the merger is finally implemented). The top management of US Airways will essentially take over the new American Airlines.

Copyright Photo: Michael B. Ing/AirlinersGallery.com. American’s Boeing 737-823 N922NN (msn 29523) soars away from Los Angeles International Airport.

American Airlines: AG Slide Show

US Airways: AG Slide Show

AMR asks the bankruptcy court to approve the DOJ agreement leading to a merger with US Airways Group

AMR Corporation (American Airlines) (Dallas/Fort Worth) has asked the bankruptcy court to approve the settlement agreement with the Department of Justice (DOJ) permitting it to merge with the US Airways Group (US Airways) (Phoenix) according to this report by Reuters. One group of consumers opposed the merger, otherwise no one is objecting to DOJ settlement according to the AMR lawyers.

Bankruptcy Court Judge Sean Lane said he would offer a ruling in 24 to 36 hours.

If approved, the new merged group would become the American Airlines Group.

Read the full report: CLICK HERE

Copyright Photo: Michael B. Ing/AirlinersGallery.com. The rapid repainting of the American fleet in the new 2013 look has likely hit the “tipping point” that incoming CEO Parker is now unlikely to change due to the delay in getting the merger approval. This livery will probably remain as the color scheme of the “new American” once the merger is completed. The new American is really America West Airlines (due to the ongoing management) doing business soon as American Airlines (formerly US Airways). Boeing 777-223 ER N770AN (msn 29578) climbs away from Los Angeles.

American Airlines: AG Slide Show

US Airways: AG Slide Show

The “new American” to operate under the umbrella of the American Airlines Group Inc.

AMR Corporation (Dallas/Fort Worth), whose principal operating subsidiary is American Airlines, Inc. (Dallas/Fort Worth), and US Airways Group, Inc. (Phoenix) today announced that they have applied to list the common stock of the combined company on the NASDAQ Global Select Market. Upon closing of the merger and AMR’s emergence from Chapter 11, the combined company will be renamed American Airlines Group Inc. and will use the ticker symbol “AAL.” Additionally, the common stock of both US Airways Group, Inc. and AMR Corporation will be cancelled and shareholders will receive equity interests in American Airlines Group Inc. per the terms of the Merger Agreement and Plan of Reorganization.

Copyright Photo: Ken Petersen/AirlinersGallery.com. American Airlines’ Boeing 777-323 ER N721AN (msn 31546) prepares to touch down in New York (JFK).

American Airlines: AG Slide Show

American and US Airways settle with the Department of Justice giving up 52 DCA slot pairs and 17 LGA slot pairs, paving the way towards a merger

AMR Corporation (Dallas/Fort Worth), the parent company of American Airlines, Inc., (Dallas/Fort Worth) and US Airways Group, Inc. (US Airways) (Phoenix) today announced that the airlines have settled the litigation brought by the U.S. Department of Justice (DOJ), the States of Arizona, Florida, Michigan and Tennessee, the Commonwealths of Pennsylvania and Virginia, and the District of Columbia challenging the merger of AMR and US Airways. The companies also announced an agreement with the U.S. Department of Transportation (DOT) related to small community service from Washington Reagan National Airport (DCA).

Tom Horton, chairman, president and CEO of AMR, and incoming chairman of the board of the combined company, said, “This is an important day for our customers, our people and our financial stakeholders. This agreement allows us to take the final steps in creating the new American Airlines. With a renewed spirit, we are about to create the world’s leading airline that will offer, along with our oneworld® partners, a comprehensive global network and service by the best people in the business. There is much more work ahead of us but we’re energized by the challenge and look forward to competing vigorously in the ever-changing global marketplace.”

Doug Parker, chairman and CEO of US Airways, and incoming CEO of the combined airline, said, “This is very good news and we are grateful to all who have made it happen. In particular, we are thankful to our employees, who throughout this process continued to believe in a better future as one airline and who voiced their support passionately and consistently. We also want to thank the elected officials in the states and communities we serve, the business leaders in our hub cities, and the thousands of customers who endorsed and supported this effort. Thank you as well to the U.S. Department of Justice, the state attorneys general and the U.S. Department of Transportation. We are pleased to have this lawsuit behind us and look forward to building the new American Airlines together.”

Under the terms of the settlement, the airlines will divest 52 slot pairs at Washington Reagan National Airport (DCA) and 17 slot pairs at New York LaGuardia Airport (LGA), as well as certain gates and related facilities to support service at those airports. The airlines also will divest two gates and related support facilities at each of Boston Logan International Airport, Chicago O’Hare International Airport, Dallas Love Field, Los Angeles International Airport, and Miami International Airport. The divestitures will occur through a DOJ approved process following the completion of the merger. Despite the divestitures, the new American is still expected to generate more than $1 billion in annual net synergies beginning in 2015, as was estimated when the merger was announced in February.

After completion of the required divestitures, the combined company expects to operate 44 fewer daily departures at DCA and 12 fewer daily departures at LGA than the approximately 290 daily DCA departures and 175 daily LGA departures that American and US Airways operate today. The divestitures required by the settlement are not expected to impact total employment at the new American.

To ensure much of the service currently operated by the carriers to small- and medium-sized markets from DCA is maintained, the new American has agreed with the DOT to use all of its DCA commuter slot pairs for service to these communities. The new American intends to announce the service changes that will result from the divestitures in advance of the sale of the DCA and LGA slots, so that the airlines acquiring those slots have the opportunity to maintain service to those impacted communities.

In the settlement agreement with the state Attorneys General, the new American has agreed to maintain its hubs in Charlotte, New York (Kennedy), Los Angeles, Miami, Chicago (O’Hare), Philadelphia, and Phoenix consistent with historical operations for a period of three years.  In addition, with limited exceptions, for a period of five years, the new American will continue to provide daily scheduled service from one or more of its hubs to each plaintiff state airport that has scheduled daily service from either American or US Airways. A previous settlement agreement with the state of Texas will be amended to make it consistent with today’s settlement.

Completion of the merger remains subject to the approval of the settlements by the U.S. Bankruptcy Court, and certain other conditions. The companies now expect to complete the merger in December 2013.

Copyright Photo: Andi Hiltl/AirlinersGallery.com. American Airlines’ Boeing 767-323 ER N376AN (msn 25445) touches down in Zurich.

American Airlines: AG Slide Show

US Airways: AG Slide Show

US Airways Group reports a 3Q GAAP net profit of $216 million

US Airways Group, Inc. (US Airways) (Phoenix) today reported its third quarter 2013 financial results. For the third quarter 2013, pretax profit excluding net special items was a record $367 million, a $174 million, or 90%, year-over-year improvement.

On a GAAP basis, the Company reported a third quarter pretax profit of $336 million, up from $246 million in 2012. The GAAP net profit for the third quarter 2013 was $216 million, or $1.04 per diluted share versus a GAAP net profit of $245 million, or $1.24 per diluted share, for the same period in 2012. The Company’s 2013 third quarter results include a provision for income tax of $120 million, comprised principally of non-cash federal income tax expense, while the 2012 provision for income tax was only $1 million.

US Airways’ Chairman and CEO Doug Parker said, “We are extremely pleased to report a record pretax profit in the third quarter. These tremendous results are a testament to our 32,000 team members and their dedication to our millions of customers.

Revenue and Cost Comparisons

Total revenues in the third quarter were a record $3.9 billion, up 9.1 percent versus the third quarter 2012 on a 4.1 percent increase in total available seat miles (ASMs). Total revenue per ASM was a record 15.97 cents, up 4.9 percent versus the same period last year driven by a 4.4 percent increase in passenger yield and a record load factor of 85.5 percent.

Total operating expenses in the third quarter were $3.4 billion, up 5.0 percent over the same period last year on a 4.1 percent increase in ASMs. Mainline cost per available seat mile (CASM) was 12.94 cents, up 1.9 percent. Excluding special items, fuel and profit sharing, mainline CASM was 8.08 cents, up 1.7 percent versus the same period last year. Express CASM excluding special items and fuel was 14.36 cents, up 2.8 percent on a 0.4 percent decrease in ASMs.

Liquidity

During the third quarter, the Company repaid in full the prepaid miles loan issued in connection with its Barclays affinity credit card program at its face amount of $200 million. As of September 30, 2013, the Company had $3.9 billion in total cash and investments, of which $350 million was restricted. This is up $1.1 billion from the Company’s third quarter 2012 total cash and investments balance of $2.8 billion, of which $347 million was restricted.

Special Items

The Company recognized approximately $31 million of net special items before taxes in the third quarter. Mainline operating special items totaled $40 million and consisted primarily of merger related costs. Express operating special items consisted of a $14 million credit resulting from a favorable arbitration ruling related to a vendor contract. The Company also recognized approximately $5 million in nonoperating special items primarily related to non-cash write offs of debt discount associated with conversions of our 7.25% convertible senior notes. The net tax effect of these special items was approximately $6 million.

Notable Accomplishments

  • As part of the Company’s fleet renewal program, the Company took delivery of five new A321 aircraft and one new A330-200 aircraft. These aircraft replaced 737-400 aircraft.
  • Standard & Poor’s (S&P) raised the Company’s credit rating by one notch from “B-” to “B.” S&P cited the Company’s improved financial results and strong cash position as part of its upgrade.
  • As part of the Company’s operational incentive program, employees have earned approximately $10 million in year-to-date operational incentive payouts.
  • Pilots at PSA Airlines, a wholly-owned subsidiary of US Airways, represented by the Air Line Pilots Association (ALPA), ratified a Letter of Agreement that amends their existing collective bargaining agreement originally reached with the airline on March 27, 2013.
  • Introduced US Airways’ Track Your Bag, a free service allowing customers with a smartphone, tablet or laptop connected to the internet access to real-time information on the status of their checked luggage. Customers can check when their luggage is loaded and offloaded on their flight.
  • Announced agreement with Bags VIP delivery service that allows customers to schedule luggage delivery directly to their home, hotel or business. Travelers can schedule and pay for Bags VIP delivery up to one hour prior to their scheduled departure by visiting maketraveleasier.com/usairways.
  • US Airways’ Education Foundation awarded $270,000 in educational grants to 21 nonprofit organizations in the airline’s hub cities of Charlotte, N.C., Philadelphia, Phoenix and Washington, D.C. as part of its 2013 Community Education Grant Program.
  • In partnership with the American Cancer Society’s Making Strides Against Breast Cancer (MSABC), the Company has launched its second annual “BE PINK” campaign. As part of the campaign, thousands of employees have purchased and are wearing pink uniform items in October, which is National Breast Cancer Awareness Month. Proceeds from the sale of uniform items are donated to the American Cancer Society. In addition, employees will show their support of breast cancer programs through the sponsorship of MSABC walks in the airline’s hub cities of Charlotte, N.C., Philadelphia, Phoenix and Washington, D.C.
  • As part of the Company’s “Hope Takes Flight” campaign, which benefits United Way, US Airways’ employees raised more than $1.4 million. Money raised will go to support the communities in which US Airways’ employees live and work.

Copyright Photo: Bruce Drum/AirlinersGallery.com. The new Airbus A321s are gradually replacing the older Boeing 737-400s which should be gone by the end of 2014. This phase out will end the company’s long relationship with the Boeing 737. Boeing 737-4B7 N434US (msn 24556) climbs away from runway 27R at Fort Lauderdale-Hollywood International Airport.

US Airways: AG Slide Show

Planely Speaking: All Slotted Up: The new American Airlines and DCA

Planely Speaking

Guest Editor Aaron Newman
Aaron Newman (small)

All Slotted Up: The new American Airlines and DCA

By Aaron Newman

By now we’ve all heard of the Justice Departments lawsuit filed on Aug. 13 to stop the $11 billion deal between US Airways Group (US Airways) and AMR Corporation (American Airlines). The DOJ argues the merger would violate antitrust laws because it will lead to higher airfares, less competition on high profile routes and therefore higher costs to the traveling public. In November, a judge will hear the case without a jury and decide whether the merger should go forward. With just under two months before the November 25th antitrust case involving American Airlines and U.S. Airways, I will be spending the next 2-3 months dissecting three topics in depth likely to be crucial topics in the courtroom.

A hot topic in talks between the Justice Department and the corporations is whether the airlines will agree to sell slots; takeoff and landing rights, to reduce their dominance at Reagan National Airport outside Washington, D.C. Airlines must possess slots which give them rights to one takeoff or landing per day.  Three miles south of downtown Washington D.C., DCA is the preferred airport in the D.C. beltway. The airport provides easy transit points for politicians and professionals looking to be downtown within minutes. The only problem…the airport is slot restricted in an effort to direct passengers to the suburban and more distant Dulles International Airport (IAD).

DCA-IAD Regional Map

Source: Nationalrealitybiz.com

DCA is one of a few airports in the nation where regulations limit the number of flights. Slots at DCA are particularly valuable for airlines, since many people will pay a premium to fly from convenient DCA instead of more distant Dulles or BWI.  For example, JetBlue recently leased 8 daily round trips from US Airways at a cost of $40 million, used for increased frequencies to Boston. U.S. Airways currently claims DCA as its fourth largest hub and provides nonstop service to 71 airports from Reagan National, and faces no nonstop competitors on 55 of those routes (as of July 2013). Doug Parker, CEO of U.S. Airways and post-merger American, says DCA will remain a critical east coast hub for the new airline. Post-merger, US Airways will lessen capacity to existing American Airlines destinations. This will allow US Airways to expand its hub operations at Reagan, adding new small city destinations in the eastern half of the United States, a strong argument in the airlines attempt to retain all 68% of its slots.

Source: U.S. Department of Transportation

With U.S. Airways already claiming 56% of slots at DCA, the new airline will claim 68% post-merger, it’s anticipated by industry insiders that the new American will be forced to concede slots in order to satisfy the courts and complete a merger. United and Continental had to lease slots at Newark Liberty to Southwest in order to complete their 2010 merger, according to this report by Business Travel News. One argument against divesting slots at DCA is that many are used for small regional cities throughout the East Coast. US Airways surprisingly only carries 35% of all passengers at DCA despite holding 56% slots. This is due to the fact that many of the flights are used for smaller cities on turboprops and regional jets. CEO of U.S. Airways, Doug Parker has been arguing that if his airline has to divest slots, other airlines will simply use them to fly to large hub cities. Some members of Congress have even sent a letter asking for US Airways/American to keep its slots so their own constituencies can keep their flights.

DCA Route Map

In this report by Reuters, it gives detail of a recent attempt by JetBlue management and CEO, David Berger to persuade lawmakers to take away a portion of DCA slots in the name of anti-competitiveness. Berger suggests that the new American should not exceed the current 55% threshold at DCA. “JetBlue believes that the merger, absent meaningful action by the Department of Justice, will make an unbalanced competitive situation at Ronald Reagan Washington National Airport (DCA) even worse,” Robert Land, JetBlue’s senior vice president stated in a recent letter to Senator Charles Schumer (D-New York).

My Take

It’s unlikely that the new American will escape the trial without conceding slots at DCA. I suspect the new American will retain between 55 and 59 percent of slots at DCA. This will result in some regional cities losing service, cities like Huntsville AL, Bangor ME, and White Plains, NY. It’s probably important to note that the combined American will hold roughly a 49% market share at Reagan National, US Airways today only holds a 35%   market share despite holding 56% of the slots. Regional flights are made possible because US Airways has such a large slot allotment at Reagan. The US Airways operation at DCA is a secondary connecting airport because of the frequency enabled by the slot holdings. If the new airline were forced to divest a larger percentage of slots the hub operation would begin to look different than it does today – the economics of regional flights make it unworkable.

The bigger question is how the remaining 8-12 percent of slots be divided among other airlines? This will be an interesting development going forward.  I agree with Parker that large hub cities will be the winners in this case. Cities like Newark NJ, Atlanta GA, Chicago IL Midway, etc. In conclusion, there are currently four major slot restricted airports in the U.S.; New York JFK, La Guardia (LGA), Newark (EWR), and Washington Reagan (DCA). Two different airlines have a market share that is greater than the important 49% number; Delta at La Guardia and United at Newark. Both of those market conditions were granted approval by the DOJ without going to trial. So, why is this merger and DCA suddenly being treated differently?

Top Copyright Photo: Marcelo F. De Biasi/AirlinersGallery.com.

American Airlines: AG Slide Show

US Airways: AG Slide Show

Bottom Copyright Photo: Marcelo F. De Biasi/AirlinersGallery.com.