Merger of American-US Airways may be announced soon

The Fort Worth Star-TelegramFebruary 7, 2013 


American Airlines jets are parked at the various gates of Miami International Airport

CARL JUSTE — Miami Herald/MCT

— A merger between American Airlines and US Airways could be announced as early as next week as the two companies move closer to finalizing details of a deal, sources familiar with the negotiations say.

Neither airline's board has met to formally approve a union, however. The AMR Corp. board is expected to meet early next week.

US Airways Chief Executive Doug Parker is likely to lead the merged carrier, while AMR Chief Executive Tom Horton may serve as chairman for a specific period before departing, according to one source, who declined to be identified because the talks are private.

Discussions are also ongoing over the financial aspects. Creditors and bondholders at AMR have agreed on an equity split, sources said, though they cautioned that details could change.

Wall Street Journal reported Wednesday that American creditors would own about 72 percent of the airline and US Airways shareholders about 28 percent, although those figures are tentative.

Both American and US Airways, which have signed a nondisclosure agreement, declined to comment.

The management plan being discussed is similar to what happened when United Airlines merged with Continental Airlines in 2010.

United CEO Glenn Tilton was named chairman while Continental Chief Executive Jeff Smisek kept the CEO and president titles. Tilton stepped down as chairman at the end of 2012.

An American-US Airways merger would create the largest airline in the U.S., with over $38.7 billion in revenue and more than 100,000 employees. The combined company is expected to retain the American Airlines name and be based in Fort Worth.

Wall Street analysts began speculating about a merger as soon as AMR filed for bankruptcy in November 2011. In April, Parker negotiated conditional labor agreements with American's three major unions and began to publicly advocate for a merger.

Until midsummer, Horton insisted that American would emerge from bankruptcy as a stand-alone carrier and evaluate possible partners afterward.

But pressure from creditors rose and merger discussions intensified when US Airways signed a nondisclosure agreement with American in August.

That allowed the two companies to share financial information and discuss the benefits and challenges of a merger.

Horton began to publicly discuss a possible merger within bankruptcy in the fall. After American's pilots union ratified a new contract in December and agreed to a memorandum of understanding on terms for a merger, a deal with US Airways has become increasingly more likely, analysts have said.

Executives at both companies, along with American's unsecured creditors committee and an ad hoc bondholder group, have been meeting in recent weeks to discuss a possible merger.

Previous media reports said the bondholders had signed a nondisclosure agreement that expires Feb. 15.

The agreement gives debt owners access to the discussions but restricts them from trading AMR or US Airways debt, giving them incentive to push for a quick deal.

On Friday, the US Airways pilots union is scheduled to release the results of a vote to approve or reject a memorandum of understanding with the carriers. Like the agreements signed by American's three major unions, it would outline details such as pay and seniority integration in a merger.

If the US Airways pilots reject the memorandum, it could delay a possible merger announcement. The airlines and the creditors committee had invited several unions into merger discussions to get a clearer picture of the labor costs that a combined airline may incur.

Last week, American asked the Bankruptcy Court to extend its exclusivity period to file a reorganization plan until April 15 from its current deadline of March 11.

If the carriers and the creditors committee work out a merger deal, the Bankruptcy Court would need to give other creditors time to examine it before approving a merger agreement.

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