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Because of your loyalty to US Airways, I want to make you aware of an important step our company has taken.
US Airways Group, Inc. and America West Holding Corp. today announced a merger that will expand service, create more choice for our customers, and enhance opportunities for you to earn and redeem Dividend Miles for award travel or upgrades.
The combined airline, which will be called US Airways, will create the first nationwide, full-service, low-cost, low-fare network airline, with service extending from coast-to-coast, as well as Canada, Mexico, the Caribbean, Latin America and Europe. With this merger, we are pioneering a new airline business model that has distinct advantages over other competitors:
Service, network, cost-structure and simplified pricing that you have come to expect; and
Customer amenities such as a world-class frequent flyer program, airport clubs, pre-assigned seating and
First Class upgrades.
Until approval of the merger, a process expected to take several months, it will be business as usual for US Airways and America West customers, and there will be no joint marketing or operations between the two airlines. You should continue to book flights through www.usairways.com, US Airways reservations or your travel agent, check in for flights at US Airways counters and redeem Dividend Miles for flights on US Airways or any of our Star Alliance or frequent flyer program partners.
Upon approval of the merger, we will clearly communicate various customer initiatives, such as combining frequent flyer programs, co-locating airport gates and ticket counters, integrating Internet Web sites, and implementing other sales and marketing enhancements.
We have enclosed answers to a number of questions that you may have. Please be assured that as we move through this exciting process, we will keep you informed of important developments.
A dedicated section of www.usairways.com has been created to provide additional background information about this merger. As this process continues, we will be updating the site regularly.
Thank you for your continued support. We look forward to seeing you on your next US Airways flight.
Sincerely,
N. Bruce Ashby
Executive Vice President,
Marketing and Planning
Questions & Answers
What will happen to my frequent flyer miles?
Once the merger is approved, our frequent flyer programs will be combined under the Dividend Miles brand. Your mileage balance is secure and will be transferred into the combined program.
Will I need to do anything to ensure that my account balances are combined?
We will handle all such arrangements, however, it is good practice to keep your own tally on your account activity. If you do note a discrepancy, please contact us immediately for Dividend Miles questions. You should contact America West for any questions or information regarding FlightFund or America West products and services.
Can I make a reservation for America West through US Airways?
Until we receive merger approval, customers who want to fly US Airways should book through US Airways, and customers who want to fly America West Airlines should book through America West. No US Airways flights are operating in conjunction with America West Airlines at this time. We remain independent companies and competitors.
When will the merger become effective?
The merger requires U.S. Bankruptcy Court and government regulatory approval, which could take several months. Until then, both companies will continue to operate separately.
How will we know when the merger is approved?
US Airways is committed to keeping our customers informed of any developments. We would urge you to periodically check usairways.com for updates. We will communicate publicly as steps in the merger are completed.
Will the ticket I have on US Airways for travel after the merger is completed be honored?
Yes, all reservations and tickets issued for travel on US Airways will be honored.
How far into the future should I continue to book reservations and buy tickets on US Airways?
You should feel comfortable making advance bookings on US Airways, as we are conducting our business as usual.
Can I travel on America West and earn miles in my US Airways account now?
No, not until the merger is approved and the frequent flyer programs are combined. We will notify our members as changes occur. Likewise, America West frequent flyers cannot earn US Airways Dividend Miles in their FlightFund accounts.
I have elite status in the America West FlightFund program. Can I use my First Class upgrades on
US Airways?
Not at this time. We first must get government regulatory and U.S. Bankruptcy Court approval to merge
US Airways and America West Airlines for you to begin enjoying the benefits of the combined companies.
I have elite status in the America West FlightFund, can I use the US Airways Clubs?
To use any of the US Airways Clubs, membership is required. Until the companies are merged, you can purchase a membership, or day passes as needed. FlightFund members do not have access to US Airways’ Clubs until the merger is approved.
Can I make a reservation on US Airways and use the America West bill me later payment option?
No, not at this time. US Airways and America West booking, ticketing and payment arrangements remain separate until the merger is completed.
Can I book a reservation for America West on the US Airways Website?
No, until the merger is finalized, please continue to use America West’s website for bookings on them and the US Airways website for bookings on us.
Will the merged airlines participate in the Star Alliance and the codeshare agreement with United Airlines?
The merger envisions continued participation in the Star Alliance and code-share with United Airlines. Now that the merger agreement is complete and announced, we can begin discussions with Star Alliance carriers and United to address the issues.
Does this announcement mean that America West is part of the Star Alliance?
No. We remain two separate companies and competitors until the merger is finalized.
I have elite status in the America West FlightFund, can I board first with the top tier customers in the
US Airways Dividend Miles program?
Not at this time. We first must get government regulatory and U.S. Bankruptcy Court approval to merge
US Airways and America West Airlines for you to begin enjoying the benefits of the combined companies.
Additional information
ADDITIONAL INFORMATION AND WHERE TO FIND IT
In connection with the proposed transaction, a registration statement, including a proxy statement of America West, and other materials will be filed with the SEC. WE URGE INVESTORS TO READ THE REGISTRATION STATEMENT AND PROXY STATEMENT AND THESE OTHER MATERIALS CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors will be able to obtain free copies of the registration statement and proxy statement (when available) as well as other filed documents containing information about US Airways and America West at http://www.sec.gov, the SEC's website.
Free copies of America West's SEC filings are also available on America West's website at http://www.shareholder.com/americawest/edgar.cfm, or by request to
Investor Relations, America West Airlines
111 West Rio Salado Pkwy
Tempe, Arizona 85281
Free copies of US Airways' SEC filings are also available on US Airways' website at http://investor.usairways.com/edgar.cfm or by request to
Investor Relations, US Airways Group, Inc.
2345 Crystal Drive
Arlington, VA 22224.
This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there by any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933,
as amended.
PARTICIPANTS IN THE SOLICITATION
America West, US Airways and their respective executive officers and directors may be deemed, under SEC rules, to be participants in the solicitation of proxies from America West's stockholders with respect to the proposed transaction. Information regarding the officers and directors of America West is included in its definitive proxy statement for its 2005 Annual Meetings filed with the SEC on April 15, 2005. Information regarding the officers and directors of US Airways is included in its 2004 Annual Report filed with the SEC on Form 10-K on March 2, 2005. More detailed information regarding the identity of potential participants, and their interests in the solicitation, will be set forth in the registration statement and proxy statement and other materials to be filed with the SEC in connection with the proposed transaction.
Because of your loyalty to US Airways, I want to make you aware of an important step our company has taken.
US Airways Group, Inc. and America West Holding Corp. today announced a merger that will expand service, create more choice for our customers, and enhance opportunities for you to earn and redeem Dividend Miles for award travel or upgrades.
The combined airline, which will be called US Airways, will create the first nationwide, full-service, low-cost, low-fare network airline, with service extending from coast-to-coast, as well as Canada, Mexico, the Caribbean, Latin America and Europe. With this merger, we are pioneering a new airline business model that has distinct advantages over other competitors:
Service, network, cost-structure and simplified pricing that you have come to expect; and
Customer amenities such as a world-class frequent flyer program, airport clubs, pre-assigned seating and
First Class upgrades.
Until approval of the merger, a process expected to take several months, it will be business as usual for US Airways and America West customers, and there will be no joint marketing or operations between the two airlines. You should continue to book flights through www.usairways.com, US Airways reservations or your travel agent, check in for flights at US Airways counters and redeem Dividend Miles for flights on US Airways or any of our Star Alliance or frequent flyer program partners.
Upon approval of the merger, we will clearly communicate various customer initiatives, such as combining frequent flyer programs, co-locating airport gates and ticket counters, integrating Internet Web sites, and implementing other sales and marketing enhancements.
We have enclosed answers to a number of questions that you may have. Please be assured that as we move through this exciting process, we will keep you informed of important developments.
A dedicated section of www.usairways.com has been created to provide additional background information about this merger. As this process continues, we will be updating the site regularly.
Thank you for your continued support. We look forward to seeing you on your next US Airways flight.
Sincerely,
N. Bruce Ashby
Executive Vice President,
Marketing and Planning
Questions & Answers
What will happen to my frequent flyer miles?
Once the merger is approved, our frequent flyer programs will be combined under the Dividend Miles brand. Your mileage balance is secure and will be transferred into the combined program.
Will I need to do anything to ensure that my account balances are combined?
We will handle all such arrangements, however, it is good practice to keep your own tally on your account activity. If you do note a discrepancy, please contact us immediately for Dividend Miles questions. You should contact America West for any questions or information regarding FlightFund or America West products and services.
Can I make a reservation for America West through US Airways?
Until we receive merger approval, customers who want to fly US Airways should book through US Airways, and customers who want to fly America West Airlines should book through America West. No US Airways flights are operating in conjunction with America West Airlines at this time. We remain independent companies and competitors.
When will the merger become effective?
The merger requires U.S. Bankruptcy Court and government regulatory approval, which could take several months. Until then, both companies will continue to operate separately.
How will we know when the merger is approved?
US Airways is committed to keeping our customers informed of any developments. We would urge you to periodically check usairways.com for updates. We will communicate publicly as steps in the merger are completed.
Will the ticket I have on US Airways for travel after the merger is completed be honored?
Yes, all reservations and tickets issued for travel on US Airways will be honored.
How far into the future should I continue to book reservations and buy tickets on US Airways?
You should feel comfortable making advance bookings on US Airways, as we are conducting our business as usual.
Can I travel on America West and earn miles in my US Airways account now?
No, not until the merger is approved and the frequent flyer programs are combined. We will notify our members as changes occur. Likewise, America West frequent flyers cannot earn US Airways Dividend Miles in their FlightFund accounts.
I have elite status in the America West FlightFund program. Can I use my First Class upgrades on
US Airways?
Not at this time. We first must get government regulatory and U.S. Bankruptcy Court approval to merge
US Airways and America West Airlines for you to begin enjoying the benefits of the combined companies.
I have elite status in the America West FlightFund, can I use the US Airways Clubs?
To use any of the US Airways Clubs, membership is required. Until the companies are merged, you can purchase a membership, or day passes as needed. FlightFund members do not have access to US Airways’ Clubs until the merger is approved.
Can I make a reservation on US Airways and use the America West bill me later payment option?
No, not at this time. US Airways and America West booking, ticketing and payment arrangements remain separate until the merger is completed.
Can I book a reservation for America West on the US Airways Website?
No, until the merger is finalized, please continue to use America West’s website for bookings on them and the US Airways website for bookings on us.
Will the merged airlines participate in the Star Alliance and the codeshare agreement with United Airlines?
The merger envisions continued participation in the Star Alliance and code-share with United Airlines. Now that the merger agreement is complete and announced, we can begin discussions with Star Alliance carriers and United to address the issues.
Does this announcement mean that America West is part of the Star Alliance?
No. We remain two separate companies and competitors until the merger is finalized.
I have elite status in the America West FlightFund, can I board first with the top tier customers in the
US Airways Dividend Miles program?
Not at this time. We first must get government regulatory and U.S. Bankruptcy Court approval to merge
US Airways and America West Airlines for you to begin enjoying the benefits of the combined companies.
Additional information
ADDITIONAL INFORMATION AND WHERE TO FIND IT
In connection with the proposed transaction, a registration statement, including a proxy statement of America West, and other materials will be filed with the SEC. WE URGE INVESTORS TO READ THE REGISTRATION STATEMENT AND PROXY STATEMENT AND THESE OTHER MATERIALS CAREFULLY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors will be able to obtain free copies of the registration statement and proxy statement (when available) as well as other filed documents containing information about US Airways and America West at http://www.sec.gov, the SEC's website.
Free copies of America West's SEC filings are also available on America West's website at http://www.shareholder.com/americawest/edgar.cfm, or by request to
Investor Relations, America West Airlines
111 West Rio Salado Pkwy
Tempe, Arizona 85281
Free copies of US Airways' SEC filings are also available on US Airways' website at http://investor.usairways.com/edgar.cfm or by request to
Investor Relations, US Airways Group, Inc.
2345 Crystal Drive
Arlington, VA 22224.
This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there by any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933,
as amended.
PARTICIPANTS IN THE SOLICITATION
America West, US Airways and their respective executive officers and directors may be deemed, under SEC rules, to be participants in the solicitation of proxies from America West's stockholders with respect to the proposed transaction. Information regarding the officers and directors of America West is included in its definitive proxy statement for its 2005 Annual Meetings filed with the SEC on April 15, 2005. Information regarding the officers and directors of US Airways is included in its 2004 Annual Report filed with the SEC on Form 10-K on March 2, 2005. More detailed information regarding the identity of potential participants, and their interests in the solicitation, will be set forth in the registration statement and proxy statement and other materials to be filed with the SEC in connection with the proposed transaction.
