Thoughts On Us Airways' Upcoming

USA320Pilot

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May 18, 2003
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In December US Airways negotiated an exit financing MOU with Matlin Patterson a private equity firm . After the “operational meltdown†and the introduction of Delta’s SimpliFares (that has been proven to be a colossal mistake and failure, which will likely drive the Atlanta-based carrier into bankruptcy) that Matlin Patterson pulled out of its US Airways agreement. After researching their principal executive David Matlin’s financial experience, I believe it may not have been in US Airways’ best interest for this firm who deals with distressed companies to become US Airways’ equity investor.

Without private equity, US Airways’ senior management team began looking at alternate sources of equity and began to think out of the box. I believe a real key in this evolution was the appointment of Ron Stanley as the chief financial officer and Bruce Ashby, the executive vice president of marketing and planning. Stanley’s financial background and Ashby’s previous position of senior vice president of corporate development and alliances; as well as president of express, gave the company a unique team to come up with an alternative plan that has never been accomplished in the industry. That plan was to create “shared risk†and “equity participation†between mutually dependent companies, e.g. mainline and affiliate express carrier’s, which would boost US Airways’ liquidity position and be the final major piece of company’s “formal reorganizationâ€.

The decision to move in this direction began with the Air Wisconsin agreement, which not only permits the Appleton-based airline to hedge its position with United Airlines, but gives US Airways enormous leverage to negotiate new “fee for service†and equity investment agreements with either Mesa, Chatauqua, and Trans States Airlines.

Information first became public on this subject when Pittsburgh Post-Gazette staff writer Dan Fitzpatrick broke this news with Allegheny Capital airline analyst Bill Lauer on February 28.

Some observers believe that US Airways, in its search for more investors, will look to its other affiliate carriers -- some of which are independent and some of which it owns -- that carry US Airways passengers to smaller cities and receive fees in return.

Lauer, the local analyst, believes that US Airways could sell the carriers it owns -- PSA Airlines or Piedmont Airlines -- to raise cash. Or, it could ask other regional carriers with feeder contracts, such as Mesa or Chautauqua, to invest in US Airways as Air Wisconsin did and receive guaranteed service in return.

"In the quest for exit financing," Lauer said, US Airways "has zoned in on this whole area of the regional contracts." Chief executives at Phoenix-based Mesa and Indianapolis-based Chautauqua could not be reached for comment.

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Since that time sources on Wall Street and IB’s have begun discussing the unfolding scenario where US Airways senior management is thinking “out of the boxâ€, with very little if any traditional airline financing available, during the ongoing airline financial crisis. This is why US Airways’ chief executive officer Bruce Lakefield told the ALPA MEC yesterday that the Air Wisconsin deal has the “industry spinning†and has United Airlines “confusedâ€.

Here are some key points to consider:

 US Airways has not yet affirmed an affiliate carrier RJ contract.

 US Airway’s 3-affiliate carriers are being squeezed by the company to provide an equity investment and/or a dramatic decrease in the cost plus 8% fee for service contract.

 An affiliate carrier equity investment with its mainline partner would set an industry precedent, would make the company’s mutually dependent upon one another, and increase the motivation of the affiliate carrier to cut their own costs and improve service & performance.

According to a column in today’s Pittsburgh Post-Gazette, US Airways said in bankruptcy documents it expected to attract as many as two other investors and an additional $100 million to $275 million beyond Air Wisconsin's $125 million DIP investment that could be turned into and equity investment. Lakefield emphasized that US Airways was still talking with a number of interested parties. “The list is long,†he said.

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The Air Wisconsin and other exit financing transactions could boost the company’s liquidity to a total of $225 to $375 million. It is my understanding US Airways is seeking deals that will provide the highest equity infusion possible, to help it management the short-term financial pressure created by increased energy costs.

It is my understanding that the complex equity investor and exit financing discussions are complex and involve a number of different options. It is my understanding potential suitors include Mesa, Chatauqua, and Trans States Airlines, GE, private equity firms, hedge funds, and retirement funds, which could include RSA.

With a number of options and on-going detailed discussions that occur every day between Lakefield, Stanley, and interested parties, I suspect the company, GE, and the bankruptcy court will agree to extend the exclusive period for the airline to file a plan of reorganization.

Earlier today US Airways spokesman David Castevetler indicated that could occur in the Pittsburgh Tribune-Review.

See Story

It’s unclear how the developing exit financing discussions will unfold because of the number of parties interested in participating in the company’s restructuring. US Airways could end up with three equity investors that could include Air Wisconsin, one or more of the three current RJ affiliate carrier’s, or another investor possibly RSA who could remain in control of the Board and the airline. In addition, another complex issue will be governance, with employees entitled to stock, RSA’s interest, Air Wisconsin holding about 25% of airline, union shares – with ALPA entitled to 8.5%, and other investors. Percentage ownership will be determined by the amount of equity provided to US Airways.

Meanwhile, with the likelihood US Airways could raise its liquidity by nearly $400 million, in an environment where access to capital is virtually non-existent, I understand the potential to sell MDA assets, PSA, and Piedmont has been reduced for two reasons. US Airways may no longer need to sell assets to raise cash and thus would not have to negotiate terms with the ATSB. In addition, potential companies who may be interested in buying these assets may be forced to use their funds to provide US Airways with financing or they could have their Express flying rejected and according to Lakefield replaced by Air Wisconsin, regardless of the Appleton-based airlines relationship with United.

I believe it is important to note that Lakefield told the ALPA MEC that the company’s financial partners “want the company to survive.†These partners include the ATSB, GECAS, Air Wisconsin, the affiliate carriers, Airbus, EDS, and others. In my opinion, without creditor/investor support and the difficult sacrifices US Airways would not be flying today.

Finally, it is my understanding senior management now believes US Airways will survive, the industry will consolidate, and the Arlington-based airline will participate in the pending integration(s). In my opinion, with Delta and possibly Continental closer to bankruptcy (which is not good for US Airways), coupled with the breathtaking rate of industry change, it is now unclear how the developing changes/consolidation will unfold.

Regards,

USA320Pilot
 
Continental is the second strongest carrier of the legacies. They just obtained $500 Million concessions from all employee groups. (ALPA, IAM and IBT) are in the process of voting on said agreements.

CO is growing and expanding, new China and Africa Service, they have accelerated 737-800 deliveries, leased an additional eight 757-300s and have ordered Boeing's new 787 Dreamliner.

You could not be more far off base about Continental, I was down in IAH for six days with the IAM and CAL. See CAL has leadership and vision, something US is lacking.
 
Just another sideline, non-employee who seems bitter and hates unions.
 
I hate to interrupt the love-fest, but a lot of typing could have been saved by condensing the original post down to these eleven words.....

USA320Pilot said:
it is now unclear how the developing changes/consolidation will unfold.

Regards,

USA320Pilot
[post="254719"][/post]​


Jim
 
USA320Pilot said:
After the “operational meltdownâ€￾ and the introduction of Delta’s SimpliFares (that has been proven to be a colossal mistake and failure, which will likely drive the Atlanta-based carrier into bankruptcy)
[post="254719"][/post]​

So you say that SimpliFares are a colossal mistake. Please tell us whether or not you think GoFares are a colossal mistake, and why.
 
BoeingBoy said:
I hate to interrupt the love-fest, but a lot of typing could have been saved by condensing the original post down to these eleven words.....
Jim
[post="254737"][/post]​
:D
 
BoeingBoy said:
I hate to interrupt the love-fest, but a lot of typing could have been saved by condensing the original post down to these eleven words.....
Jim
[post="254737"][/post]​
Good one. Also, if all these people are willing to invest....why would you tell the world about it? Maybe trying to reel one in! Mark.
 
USA320Pilot said:
the introduction of Delta’s SimpliFares (that has been proven to be a colossal mistake and failure, which will likely drive the Atlanta-based carrier into bankruptcy)

So does this mean you believe that US management never planned to make good on their promises of "systemwide GoFares?" Does this mean you believe that all the talk of transforming US into a low-cost network hybrid with rational fares like America West was just hot air?

Have you considered that the prolonged intransigence of Delta's ALPA-represented pilots with respect to accepting pay reductions might have contributed to Delta's liquidity problem? Or that the recent spike in energy prices might push every network carrier into bankruptcy. Did you know that Delta has faced significant LCC competition at most of its hubs and focus cities, and perhaps SimpliFares merely formalize the sort of pricing Delta uses in competing with AirTran, Southwest, and jetBlue? And a Delta spokesman has stated that Simplifares are performing "little bit better" than what the company anticipated.

Perhaps Delta management has realized that the LCC's are here to stay and will be dictating industry pricing levels going forward. And perhaps they understand that they need to be out ahead of the curve rather than behind it in order to realign their business to be competitive with the LCC's. And, moreover, making it harder for US Airways to reorganize successfully benefits Delta given their similar market areas.

That plan was to create “shared risk†and “equity participation†between mutually dependent companies, e.g. mainline and affiliate express carrier’s, which would boost US Airways’ liquidity position and be the final major piece of company’s “formal reorganizationâ€.

The danger of this plan is that the interests of the regional affiliates and the mainline are not the same. US Airways mainline loses negotiating leverage with respect to reimbursement rates, and in the long term, the mainline exists to subsidize the Express carriers -- which is a strange reversal of the normal relationship between network airlines and their regional affiliates.

You can bet that if Mesa buys into the company, you're not going to see them reduce their reimbursement rates below cost plus 8% (which is low for the industry as it is).

The decision to move in this direction began with the Air Wisconsin agreement, which not only permits the Appleton-based airline to hedge its position with United Airlines, but gives US Airways enormous leverage to negotiate new “fee for service†and equity investment agreements with either Mesa, Chatauqua, and Trans States Airlines.

The amount of negotiating leverage this provides to US Airways is limited unless and until United formally rejects its contract with AWAC. And even then, if, say, Chautauqua gets part of the former AWAC business at UAL, they're going to have little interest in negotiating with US. Moreover, BTS numbers show that AWAC's CASM in the 3rd quarter of 2004 was 15.4 cents. Mesa's CASM for the most recent quarter (which had higher fuel prices) was 11.9 cents. Even at cost plus 8%, Mesa is 2.5 cents/ASM cheaper than AWAC.

Some observers believe that US Airways, in its search for more investors, will look to its other affiliate carriers -- some of which are independent and some of which it owns -- that carry US Airways passengers to smaller cities and receive fees in return.

True. Mesa may not have much choice even though their cash position is not especially strong, but US needs Mesa almost as much unless and until AWAC is freed from its UAL obligation. Ornstein's recent posturing seems to say that he may be pushing back against US management's demands -- I doubt he'd raise the idea of a low-cost operation at CLT otherwise. Chautauqua and Wexford might see some pressure from Delta to refrain from assisting with a US Airways organization. And Trans States is just too small. As far as I can tell from DOT's financial report, their cash is in the $25-30 million range.

Lauer, the local analyst, believes that US Airways could sell the carriers it owns -- PSA Airlines or Piedmont Airlines -- to raise cash.

Subject to the ATSB approving the cash raised to be kept as part of the cash collateral, and not applied to reduce the balance outstanding on the ATSB-guaranteed loans. As bleak as industry conditions are right now, I would not count on significant concessions from the ATSB.

This is why US Airways’ chief executive officer Bruce Lakefield told the ALPA MEC yesterday that the Air Wisconsin deal has the “industry spinning†and has United Airlines “confusedâ€.

Actually, I suspect this has more potential to drag out UAL's regional feed negotiations than anything else. US Airways has somewhat more rigid deadlines placed on its reorganization by GE than UAL faces, and UAL may well be able to play a waiting game to force US Airways to make a move first. I'm not sure this really has the industry "spinning" in that AA, CO, NW, and less so DL are locked in with their current RJ feeders.

It was a good move for AWAC because they faced being the odd man out when the music stopped playing at UAL, and they saw what happened to FlyI.

An affiliate carrier equity investment with its mainline partner would set an industry precedent, would make the company’s mutually dependent upon one another, and increase the motivation of the affiliate carrier to cut their own costs and improve service & performance.

I'm not so sure it does motivate the affiliate to cut costs and improve performance. They know they're guaranteed the contract since they hold a big stake in the company, and they can make that investment back in the profits on the regional flying in a couple of years. And you can bet that the regionals would prefer to take their profits out through the regional contracts, before the mainline employees can get their hands on the money.

According to a column in today’s Pittsburgh Post-Gazette, US Airways said in bankruptcy documents it expected to attract as many as two other investors and an additional $100 million to $275 million beyond Air Wisconsin's $125 million DIP investment that could be turned into and equity investment. Lakefield emphasized that US Airways was still talking with a number of interested parties. “The list is long,†he said.

Given US Airways' cash position, indebtedness with respect to the ATSB loans and current fuel prices, $100 million in additional equity investment probably won't be enough. The company had unrestricted cash and equivalents of $750 million when it filed for protection in September. It had $543 million at the end of January, and the company predicted a decline in cash of approximately $160 million through mid-march in the cash collateral minimums reached with the ATSB. The targets are more-or-less flat between mid-March and the end of June, though they are a bit higher in mid-June. If we assume a cash position of $400 million for mid-March before the AWAC financing is added, and we add $125 million from AWAC and $100 million from other sources, the company still has only $625 million in cash -- substantially less than when it entered Chapter 11. Cash is king, and exiting bankruptcy with a weak cash position seems ill-advised at best.

The Air Wisconsin and other exit financing transactions could boost the company’s liquidity to a total of $225 to $375 million. It is my understanding US Airways is seeking deals that will provide the highest equity infusion possible, to help it management the short-term financial pressure created by increased energy costs.

To be perfectly frank, I don't believe the financial pressures which US Airways will face are short-term. LCC encroachment in the company's core markets will continue to intensify, and a potential Delta bankruptcy could put even more pressure on US. I do not feel that $225 million in exit financing is sufficient given the company's current cash position.

With a number of options and on-going detailed discussions that occur every day between Lakefield, Stanley, and interested parties, I suspect the company, GE, and the bankruptcy court will agree to extend the exclusive period for the airline to file a plan of reorganization.

I doubt getting the court's OK to extend the airline's exclusivity period will be a problem, but this is separate from getting GE's approval.
 
I need to remember that there's a maximum of ten quote blocks per post... :)

USA320Pilot said:
It’s unclear how the developing exit financing discussions will unfold because of the number of parties interested in participating in the company’s restructuring. US Airways could end up with three equity investors that could include Air Wisconsin, one or more of the three current RJ affiliate carrier’s, or another investor possibly RSA who could remain in control of the Board and the airline. In addition, another complex issue will be governance, with employees entitled to stock, RSA’s interest, Air Wisconsin holding about 25% of airline, union shares – with ALPA entitled to 8.5%, and other investors. Percentage ownership will be determined by the amount of equity provided to US Airways.

How would RSA have control of the board if AWAC (at 25%) and possibly another regional carrier provide the majority of the company's exit financing?

I understand the potential to sell MDA assets, PSA, and Piedmont has been reduced for two reasons. US Airways may no longer need to sell assets to raise cash and thus would not have to negotiate terms with the ATSB. In addition, potential companies who may be interested in buying these assets may be forced to use their funds to provide US Airways with financing...

Agreed. No one (except perhaps Wexford) has enough money to invest in exit financing AND purchase one or more of the wholly-owneds. And the only possible assets in which Wexford might be interested are the MAA EMB-170's.
 
BoeingBoy said:
I hate to interrupt the love-fest, but a lot of typing could have been saved by condensing the original post down to these eleven words.....
Jim
[post="254737"][/post]​

Amen! I think we are all too familiar who the board 'windbag' is.
 
USA320Pilot said:
Since that time sources on Wall Street and IB’s have begun discussing the unfolding scenario where US Airways senior management is thinking “out of the boxâ€￾, with very little if any traditional airline financing available, during the ongoing airline financial crisis. This is why US Airways’ chief executive officer Bruce Lakefield told the ALPA MEC yesterday that the Air Wisconsin deal has the “industry spinningâ€￾ and has United Airlines “confusedâ€￾.

USA320Pilot
[post="254719"][/post]​

I think the real confusion is that UA and US codeshare customers can't figure out which ticket counter to check in at, or, which baggage service office to file their claim.

Also noteworthy:
Al and Donna are still on the payroll.
 

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