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J.P. Morgan Initial Report on US Airways

U,

I think I understand your explanation. I just don't think i could repeat it to someone else... 🙂
 
Good for you Jack!. Those RC4 guys really hosed us. It becomes more clear as each day passes. Damn those guys. That extra equity would be a Godsend now. Damn those RC4.
You got it right again! Nice job.

Take care and God Bless

pilot

You've got it wrong again. It was those GAG- Give away gang, company shills from BOS, CLT, DCA, and LGA that put the hurt on the poor pilots at USAirways.

Their disciples, such as Mr. A320 pilot are to blame for what's occured. And they are getting exactly what they voted for. And then some
 
You've got it wrong again. It was those GAG- Give away gang, company shills from BOS, CLT, DCA, and LGA that put the hurt on the poor pilots at USAirways.

Their disciples, such as Mr. A320 pilot are to blame for what's occured. And they are getting exactly what they voted for. And then some

That is exactly how I remember it and how it went down. Those MEC members need to be voted OUT OF OFFICE by their members.

The West MEC ALPA appears to have it together and hopefully the MEC from the EAST won't ruin the momentum.

U-N-F-I-C-A-T-I-O-N
 
No way man. 320 is never wrong. The RC4 are totally responsible for the ills of the pilot contract. No doubt about it. If it handn't been for the RC4 the pilot group would be much better off today.

The RC4 were pure evil. They apparently wanted to save things in the contract that just weren't possible. Had they succeeded in their evil quest U would be gone by now. No, 320 has it exactly correct.

Thank God for 320, Lance, Garland, Pollock, and all those reps from LGA, BOS, DCA, and most especially CLT. They stopped the evil RC4 from their evil quest. In fact, I think we might have to give back some more to the company with fuel prices being what they are. I see no other alternative. I sure hope there are no RC4 types out there in PHX or LAS. I shudder to think what might happen.

pilot
 
Let's put the facts out.

US Airways offered ALPA the America West pilot contract, and against the advice of every ALPA National official, ALPS's professiional negotiator, director of representation, legal, and financial advisors, and 2/3 of the MEC, the RC4 controlled every important vote and simply said "no".

According to the BOS F/O Representative:

Can't think of anything I gave away. I can, however, think of a lot of things I fought to keep, but we ended up losing due to the 2004 PIT/ PHL Reps use of the Roll Call vote.

For example, I fought to get the Sept. 6, 2004 Proposal out to the line pilots for their vote, but the PIT/PHL Reps refused, on a 4-8 Roll Call, to allow that to happen. And what did we lose?

We went from 19.33% to a 1.25% Equity position, and a reduced Profit Sharing Plan, due to escape clauses that the Company added after we entered bankruptcy on Sept. 12. And we also went from a 50% reduction in our DC Plan Contribution (for example, from 40% to 20%) to a flat 10% for everybody post bankruptcy.

What else? Read on. And why did we lose all of this? Because of some High School graduate's "gut feeling" that we could get a "better deal" after we went bankrupt!

What sheer stupidity. Ranks right up there with "just let the judge decide." Right. He terminated the IAM's DB Plan and authorized the complete abrogation of their existing contract, allowing the Company to impose, if the IAM didn't ratify what was then on the table, Jerry Glass' last and worst offer!

I gave the following list of items away? Write the 2004 PIT/PHL Reps, and 3 members of the prior NC, because that's where the responsibility lies.

In addition to our drastically reduced Equity Position, our now diminished Profit Sharing, and losing a DC Plan that still had 1/2 of its original value, we lost the following once we entered bankruptcy:

1. DC qualified monies for July thru Sept. 12, 2004: In the company's Sept. 6 proposal, they would have been paid on schedule. In the TA, now paid no later than Nov. 30, 2005.

2. Notional monies: In the company's Sept. 6 proposal, they would have been paid lump sum. In the TA, they will not be fully paid until 30 months after retirement.

3. Fragmentation Protection: Had it in the Sept. 6 proposal, gone in the TA.

4. 279 minimum aircraft fleet and minimum block hour guarantee: Had it in the Sept. 6 proposal, gone in the TA.

5. Equity: 19.3% in the Sept. 6 proposal, 8.5% maximum in the TA.

6. Contingent Acquisition Rights: Had them in the Sept. 6 proposal, gone in the TA.

7. Various Allegheny-Mohawk merger protections: Had them in the Sept. 6 proposal, gone in the TA.

8. Displacement rights to MDA while in bankruptcy: Had it in the Sept. 6 proposal, gone in the TA.

9. Training out of seniority during bankruptcy: Prohibited in the Sept. 6 proposal, allowed in the TA.

10. Vacation: 28 days in the Sept. 6 proposal, 21 days in the TA.

USA320pilot comments: The RC4 controlled the MEC that became the first MEC in the history of ALPA to put in place a Negotiating Committee and then out to vote the first tentative agreement that was a concession greater than the company's "ask", against the advice of every key ALPA legal or financial advirsor. That's just plain stupid.

The RC4 were in charge of the ship and were directly responsible for what happenend, period!

Best regards,

USA320Pilot
 
Lets get some right information.

1. The company was going into Chapter 11 no matter what ALPA did.

2. The company did not send out its worst and final offer to the IAM, that was like the fifth offer as the first offer was modified numerous times and each time it got better.

3. There was no way IAM fleet or M&R would have reached a T/A with the company as the draconian proposals the company presented would have never ever been ratified.

4. The Creditors would have never agreed to ALPA's profit sharing.

5. All the DB plans for every group was terminated as the IAM, AFA or the frozen plan would agree to termination.

Spin it anyway you want, the pilots caved time and time again.
 
Let's put the facts out.

US Airways offered ALPA the America West pilot contract, and against the advice of every ALPA National official, ALPS's professiional negotiator, director of representation, legal, and financial advisors, and 2/3 of the MEC, the RC4 controlled every important vote and simply said "no".


"According to the BOS F/O Representative:"


Best regards,

USA320Pilot



That says it all. Have another glass of kool-aid oh great groveler at the trough of "any deal, any time."

You voted for it. You got exactly what you voted for. And all the USAirways pilots, especially the soon to be retired, the reserves, and the furloughees are taking it in the shorts because of the weak 57% that voted for the POS LOA93.

Keep spinning, but most pilots at U believe what you elaborately posted is pure poppycock.
 
700UW:

Let's look at another factual statement, which was written by US Airways ALPA MEC vice chairman Kim Snider. Snider wrote:

ALPA MEC Vice-Chairman's Report - Fourth Quarter MEC Meeting

From: Kim Allen Snider

Analysis on Pre-and Post-Bankruptcy Filing Stock Values

Below are the financial calculations that establish the consequences of not accepting the Company's offer of 19.33% of the Company stock and do not include the US Airways pilots receiving any of the value of the new US Airways attributed to the AWA stockholders.

Some have suggested that since it is possible that once again management might have tried to change a deal (after entering bankruptcy) that there was no opportunity lost by not accepting the offer of 19.33% of the Company stock. Such thinking is in a word "goofy" as no negotiator wants to be dealing from a weaker position instead of a stronger position. Additionally, anyone familiar with the bankruptcy process knows that the unsecured creditors get the "left-overs" from the process. This is important because the additional stock that the US Airways pilots would be entitled to at the 19.33% level would have simply decreased the amount of stock "left-over" from the bankruptcy process for the unsecured creditors and would not have affected the stock allocation to the new equity investors.

The loss of stock caused by rejecting the Company's offer, prior to bankruptcy, of 19.33% of the stock has turned out to be much greater than it originally appeared. This is due to several factors beyond the obvious reduction from 19.33% to 8.5% of Company stock to be provided the pilots of US Airways under the Transformation Agreement:

o No stock offset was required prior to bankruptcy for full profit sharing verses a 50% stock reduction after bankruptcy (reducing the 8.5% to 4.25%).

o The 19.33% of Company stock due under the terms prior to bankruptcy would not have been reduced by equity investments greater than $250 million.

Under the terms of the Transformation Plan Agreement (LOA #93), the US Airways pilots are to receive 1.25 million shares of stock. This amount was arrived at because the 8.5% was reduced to 4.25% to offset "full" profit sharing (as allowed in LOA #93). Also, under the terms of LOA #93, pilots only receive stock based on a percentage of the first $250 million of new equity plus the $115 million pre-investment value of US Airways.

$250 m + $115 m = $365 m. $365 m times 4.25% = $15.5 million value at $15/share.

LOA #93 also called for the US Airways pilots' equity to match US Airways management's equity. This provision would not hold up with the Bankruptcy Judge because management could claim (and did claim) that almost all of the equity going to management was going to America West management and almost none was going to US Airways management.

So what would the US Airways pilots' equity claim be under the pre-bankruptcy offer? Since prior to bankruptcy the equity was not limited to just the first $250 million of new equity, the numbers add up like this. The entire $565 million of new equity would have been added to the $115 million pre-investment value and multiplied by the full 19.33% (equity % unreduced for profit sharing).

$565 m + $115 m = $680 m. $680 m times 19.33% = $131.44 million value at $15/share.

This, however, does not reflect the full loss of stock value suffered by the US Airways pilots. As the $131.44 million was based on $15 per share, the pre-bankruptcy pilots stock would have been 8.763 million shares. At the present stock price of $32 (as of December 5th) those 8.763 million shares would have been worth $280.5 million:

$33 times 8.763 m shares = $280.5 million.

At the present stock price of $32, our 1.25 million shares are worth $40 million:

$33 times 1.25 m shares = $40 million.

A loss of $240.5 million (280.5 m -40 m) of value plus another $7.5+ million additional dollars of value lost for each additional dollar the stock price goes up!

Q&As on Pre-and Post-Bankruptcy Filing Stock Values

As a disclaimer the following discussion corrects the major misstatements by the PHL and PIT representatives about the consequences of not accepting the Company offer, prior to bankruptcy, of 19.33% of the Company stock. This discussion will not correct every misstatement made about this issue as that would take more time and space than is practical to cover in this set of Q&As.

Q. Did our investment advisor make the statements attributed to Him?

A. No, the statements are taken out of context and have nothing to do with Michael Glanzer's review of the math involved in making these calculations. For example, Michael Glanzer warned the MEC if a "labor war" broke out (especially with the pilots) that the investors would most likely abandon ship. Fortunately, such a "labor war" never took place at US Airways and the investors stayed with the Company through the bankruptcy process.

Q. Is the value of 1.25 million shares plus the 1.1 million options we are receiving greater in value or less in value compared to the equity called for in LOA # 93?

A. The combined value of 1.25 million shares of stock and 1.1 million options is more than the value of 1.45 million shares of stock that we claimed in our bankruptcy court filings that we were due under LOA #93.

LOA #93 also called for the US Airways pilots' equity to match "US Airways management's" equity (up to 7.7 million options) after adjusting for profit sharing.

Unfortunately, this provision would not hold up with the Bankruptcy Judge because management could claim (and did claim) that almost all of the equity going to management was going to America West management and almost none was going to US Airways management.

Q. Was the 19.33% called for and received under the Restructuring Agreement or offered in negotiations prior to bankruptcy less than 19.33% of the total equity of US Airways?

A. No, both times the 19.33% was qualified as "19.33% of the fully diluted common stock" which means that the pilots receive 19.33% of the total equity of US Airways. The fact that preferred or other special classes of stock exist is taken into account during adjustments for the fully diluted basis.

Q. Did management state that they would lose investors if ALPA demanded the full stock due to the pilots?

A. No, since the pilots did receive the full amount of stock due (see discussion above) this is a trick question. In addition, the issue with investors had to do with profit sharing, not stock.

Q. Is it likely the Company would use an 1113 motion to reduce a 19.33% stock offer if the 19.33% had been accepted prior to bankruptcy?

A. No, 1113 motions have to do with successfully reorganizing the company. Since the 19.33% would have only reduced the unsecured creditors' stock to the same level as the first bankruptcy, the unsecured creditors would have most likely once again settled for the same 2 cents on the dollar as before. The important point is that none of the 19.33% would have come from the new equity owners and that is why an 1113 motion was not likely or justifiable before Judge Mitchell.

Q. Was the September 6th Company proposal's value basically comparable to the total economic value of LOA #93?

A. Yes, although economic returns and protections were lost (as predicted by all our advisors), the overall value is similar. The September 6th Company proposal did have a 23% pay cut, but it also contained only a 50% reduction to pensions, instead of the flat 10% DC Plan in the post-bankruptcy LOA #93.

Q. Was pay parity ever offered by management in the Transition Agreement negotiations?

A. No.

Q. Did Kim Snider give away pay parity in Transition Agreement negotiations?

A. No, the Transition Agreement negotiations, like all negotiations, are under the guidance and review of the MEC, who in this case unanimously ratified the Transition Agreement. (When is the last time you can remember the MEC unanimously ratifying anything!) Transition Agreements (formerly known as Fence Agreements) historically do not provide large economic gains as they deal with protecting each of the pilot groups from management's favoritism. The Transition Agreement also provides a process to reach a merged employment agreement (which will contain significant economic gains).

Q. Did Kim Snider agree to give up the second stock vesting in January of 2005?

A. No, in fact Kim Snider assisted our bankruptcy council Richard Seltzer in winning a rare victory for labor as Judge Mitchell ruled in favor of ALPA's position that the US Airways pilots should receive the second stock vesting.

Q. Did the US Airways pilots get nothing in the Transition Agreement?

A. We did not get "nothing" but we did accomplish all of the items in the MEC charging resolution for the negotiations:

(1) Operational merger commitment.
(2) Interim protection of flying and related matters.
(3) Company acceptance of seniority integration per ALPA policy.
(4) Process to negotiate a merged employment agreement.
(5) Releases, FPL, ALPA expenses, reciprocal positive space travel.
(6) Expedited dispute resolution process.
(7) Other issues relevant to the proposed transaction (EMB-190s at Mainline).

Q. What is the potential increase in shares each pilot would have received with 19.33% of the stock?

A. Based on 3,316 full pilot shares, each US Airways pilot would have received an additional 2,265 shares presently worth about $72,500 (at $32/share as of December 5th). Even if management reneged on 1/3 of the stock due, each pilot would have still received about $50,000 more worth of stock.

USA320Pilot comments: ALPA's financial advisors calucated the pilot equity return and the $72,500 was based on a price of $32 per share. Last Friday the security closed at about $48 per share or about 50% more than in calculation above, which was completed by ALPA's financial advisor's. If the pilots had the 19.33 of equity, at today's prices would be worth about $110,000. Why are the pilots not receivng over $100,000 for their enormous sacrifice.

The failure of the RC4 to not listen to the advice of the ALPA president, the ALPA director of representation, the ALPA professional negotiator, ALPA E&FA, ALPA legal, ALPA's contract administrator, ALPA's economist, ALPA's investment banker, all 3 MEC officers, Negotiating Committee member (who is a CPA and audited the company's books), and 2/3 of the MEC, caused the pilots to not only lose all of the items listed in my earlier post, but over $100,000 in cold hard cash at today's equity price.

Best regards,

USA320Pilot
 
You know..you are so right! I guess that is why the pilots at DL and NWA have failed in their quests to counter management's theft of their lifestyles and profession. You go girl! Greeter. ("let my daddy vote")
 
USA320,

Way I remember the pilots profit plan and equity was REDUCED POST ALPA ratification. All groups profit sharing planS WERE reduced in May 2005 because the investors would NOT permit any group to have the ratified profit sharing plan. I don't care if you would have negotiated 50% equity...IT WOULD HAVE BEEN REDUCED NO MATTER WHAT BY THE INVESTORS. They could do this to us DURING bk and scream to the judge there would be NO investor money, no emergence from bk unless we as labor complied yet again according to Jerry G TO REDUCE OUR PROFIT SHARING AND STOCK. However, the INVESTORS and BOD did permit ONLY the pilot labor group to have stock options at a REDUCED amount from the ratification.

AFA, IAM and CWA had ratified choice of either stock option or profit sharing and that CHOICE was taken away in BK AFTER OUR ratification.

The pension issue was a "give away" from YOUR MEC and never went out for a vote to the pilot group. Why? Because you know damn well the pilot group would never have voted to terminate their pensions. Hence, from that decision by your MEC effected the pension plans of both AFA and IAM. YOUR MEC would not allow any group to hold on to their pensions in BK#2 as I heard from some of your MEC that they were not going to shell out their money and have IAM and AFA keep their pensions. Our contributions just didn't count with YOUR MEC.

STOP blaming the reps from PHL and PIT.

THEY ARE THE ONLY TRUE LEADERS I EVER WITNESSED ALPA EVER HAVE...AND YOUR LEGAL DEPARTMENT, YOUR LAME ADVISORS, ALONG WITH THE REST OF YOUR LAME MEC SUCKED AND ENDED UP EFFECTING EVERY SINGLE GROUP'S LEVERAGE ON THE PROPERTY!!!!! AND WORST OF ALL, YOUR ALPA MEC'S DECISIONS HAS NEGATIVELY EFFECTED EVERY SINGLE LEGACY CARRIERS' UNIONS OUT THERE TODAY! The Bullshittt started from concession #1 with Bebe and Pollock with their weak retorhic in our labor coalition meetings. Had to argue with them even back then, and they didn't want to hear it. Lame, lame, lame.

Face it...Jerry had ya, and the rest is history.

Prescedent and blue print is out there.
 
It's an interesting point. I'm willing to wager that the average pension (given away without a vote by ALPA) is worth a helluva lot more than the notional stock.

As it stands, the company would've guillotined that particular item in BK. The new money never would have come along with the pilots approaching %20. Not in a zillion years. Investors remember UA.
 
I would have to agree with clue.

A pilot friend of mine lost almost $2 million in his pension, without a vote.
 
It's an interesting point. I'm willing to wager that the average pension (given away without a vote by ALPA) is worth a helluva lot more than the notional stock.

As it stands, the company would've guillotined that particular item in BK. The new money never would have come along with the pilots approaching %20. Not in a zillion years. Investors remember UA.

Yup, you got it.

USA320 just continues to blame the wrong reps, and should place the blame on ALPA MEC Officers, ALPA Advisors, ALPA legal experts who didn't put up any defense, (and no incentive to do so as they got paid millions regardless) that I can recall, sold everyone out with no possiblility for any future snap back when things turn around. We all got so railroaded that senior execs had the gall to ask for separation/retention bonuses AFTER our ratification.They didn't even blink. Yea, sure thing Jerry..we were going over a cliff all right, from out one pocket, into anothers!

Worst legal team I had ever seen during all the court proceedings I attended. The Champions in court were CWA and IAM legal. They presented arguments extremely well on behave of the members, unfortunately, couldn't convince a conservative judge in Virginia especially without the support of ALPA.
 

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