US Pilots Labor Discussion

[Pi brat]

I have yet to find EAO right on anything - that, I have learned. He seemes bound and determined to pass his opinion off as fact, but he gets disproven every time.

Maybe he originated the USAPA "It's fact because we say it's fact" party line.

I've found him more accurate than you.

 

[nevergiveup]

Let's say that you are right, DFR II is a sure win for the west. Just a WAG, as things stand now with no other events popping up, how long do you see to get to that victory? I'm just looking for you opinion, not to debate it. Thanks.

ten years min, and then USAPA files and goes away, to be picked up by a new in house union. The victory is for the attorney only, but that's okay.

 

[ROACLT]

I wonder what the ramifications of the TWA win will be on the MidAtlantic pilots lawsuit.

 

[end_of_alpa]

I have yet to find EAO right on anything - that, I have learned. He seemes bound and determined to pass his opinion off as fact, but he gets disproven every time.

Maybe he originated the USAPA "It's fact because we say it's fact" party line.

i think you mean me....ok...tell me sage, where have i been wrong?

 

[end_of_alpa]

AND NOW FOR SOMETHING COMPLETELY DIFFERENT

A New Jersy Jury has found ALPA liable to the TWA pilot group (Bensell et all) for a violation of the Duty of Fair Representation arising out of the senioirity integation in the American Airlines / TWA merger.

The jury's decision is to laibility only and a damgages trial will follow at some future date.

got a link? like to read the decision.

thanks.

 

[end_of_alpa]

They are never wrong, haven't you learned that? 🙄

What borders on jocularity and insanity is that I didn't even give my opinion on who bought who and what a stock is or even a 10-K. I simply printed the appropriate information from
1: Parker
2. SEC
3. Seabury Group
4. Investing 101.

I guess the clothes make the man....if I get new duds I become 18 all over again!

sounds like the stock market today.

 

[kubotapilot]

Clear,

Not responding directly to you but wanted to point out that if you search the NLRB site and other labor law sites even a person like me can find out the company's soon to be in effect "Lanyard" law is actually AGAINST this country's labor laws. Be you AOL, USAPA, CWA etc... as previously posted, the law makes clear allowance for the wearing of badge backers, lanyards etc... as long as they are not overtly large or offensive.

This latest round of push and shove is just that. As with the tentative terminations, the lanyard law will eventually be nullified.

Peer pressure, no not really. Pride yes.

My bet is we will see usapa scream about this issue not Leonidas. Without the peer pressure of cowardly yellow lanyards and angry red badge backer how will King Cleary know who his supporters are? He may actually stumble across and have to talk to someone who disagrees with him.

The cash is going to keep flowing to Leonidas to pay for our defense. without section 29 could you say the say thing about usapa? what have they actually accomplished so far?

 

[CallawayGolf]

What borders on jocularity and insanity is that I didn't even give my opinion on who bought who and what a stock is or even a 10-K. I simply printed the appropriate information from
1: Parker
2. SEC
3. Seabury Group
4. Investing 101.

I guess the clothes make the man....if I get new duds I become 18 all over again!

sounds like the stock market today.

What's even more jocular is that you quoted and even bolded the section that references a reverse acquisition and you clearly don’t understand how that very term negated the point you were trying to make.

reverse acquisition: An acquisition in which the company taken over becomes the surviving entity.

So, if US Airways is the surviving entity via a reverse acquisition according to the SEC filings, then it was also, by definition, taken over by the acquiring entity. Thus there is no way in a reverse acquisition scenario that US Airways was the acquiring company since the corporate identity of US Airways was retained. Otherwise, it would just be an “acquisition” rather than a “reverse acquisition”.

 

[end_of_alpa]

What's even more jocular is that you quoted and even bolded the section that references a reverse acquisition and you clearly don’t understand how that very term negated the point you were trying to make.

reverse acquisition: An acquisition in which the company taken over becomes the surviving entity.

So, if US Airways is the surviving entity via a reverse acquisition according to the SEC filings, then it was also, by definition, taken over by the acquiring entity. Thus there is no way in a reverse acquisition scenario that US Airways was the acquiring company since the corporate identity of US Airways was retained. Otherwise, it would just be an “acquisition” rather than a “reverse acquisition”.

Again, read "what's in a name?" Posted here. Parker and the 10-K explains that "for accounting purposes" it was structured as a " reverse acquisition". Parker explains in the transcripts I wrote the reasons for it. It was their choice for a number of reasons. Mainly to comply with FASB best practices, if you want to get technical.

In short, because of the equity that still existed with the AWA shareholders and to make them whole, they were to get so many shares of the merged company after the issuance of new stock. Parker even said AWA didn't "acquire" us airways, they and us had no money to do either. The outside investors put in the capital necessary for both carriers to continue as one after the merger.

READ THE TRANSCRIPT! It's just not that complicated.

 

[Black Swan]

I wonder what the ramifications of the TWA win will be on the MidAtlantic pilots lawsuit.

Welcome back. You have some great posts. Re MDA? Who knows, but from what it appears, the MDA deal will alter the landscape with regard to people being furloughed or not, which will then affect the Nicolau . And if this thing ever goes to DFR like the boys "out there" always threaten, it will change that also, seeing they MAY or may not have been furloughed in reality. Either way, we are talking years. If anyone is going to have a damage case after that, it will be the MDA pilots and not the AWA recent hires tagging on Nicolau and stirring up all the dust. That issue will just fade away as it should. For all the crying they do about damage, they have no idea what the MDA and furloughees went through. The recent AWA new hires and their damage claims are getting very tiring.

 

[ROACLT]

Welcome back. You have some great posts. Re MDA? Who knows, but from what it appears, the MDA deal will alter the landscape with regard to people being furloughed or not, which will then affect the Nicolau . And if this thing ever goes to DFR like the boys "out there" always threaten, it will change that also, seeing they MAY or may not have been furloughed in reality. Either way, we are talking years. If anyone is going to have a damage case after that, it will be the MDA pilots and not the AWA recent hires tagging on Nicolau and stirring up all the dust. That issue will just fade away as it should.

It's interesting to note, Lee Seham provided a memo of support for the TWA pilots position and in the case of your union prevailed before the Ninth Circuit. Maybe he knows more about labor law than his deriders think.

 

[Black Swan]

It's interesting to note, Lee Seham provided a memo of support for the TWA pilots position and in the case of your union prevailed before the Ninth Circuit. Maybe he knows more about labor law than his deriders think.

There are many who attack Seham. Yet he has prevailed every time he has gone up against Leonidas. Including Addington, which was just a mirage in the desert. Between the 9th, Baptiste and Wilder, and Seham, and you, everyone has figured this internal dispute out except Leonidas. It is going to be a very expensive lesson.......

 

[Pi brat]

Clear,

Not responding directly to you but wanted to point out that if you search the NLRB site and other labor law sites even a person like me can find out the company's soon to be in effect "Lanyard" law is actually AGAINST this country's labor laws. Be you AOL, USAPA, CWA etc... as previously posted, the law makes clear allowance for the wearing of badge backers, lanyards etc... as long as they are not overtly large or offensive.

This latest round of push and shove is just that. As with the tentative terminations, the lanyard law will eventually be nullified.

I've heard that, don't know if it's right, but would it apply to AOL? They are an outside LCC, not a union.

 

[CallawayGolf]

Again, read "what's in a name?" Posted here. Parker and the 10-K explains that "for accounting purposes" it was structured as a " reverse acquisition". Parker explains in the transcripts I wrote the reasons for it. It was their choice for a number of reasons. Mainly to comply with FASB best practices, if you want to get technical.

In short, because of the equity that still existed with the AWA shareholders and to make them whole, they were to get so many shares of the merged company after the issuance of new stock. Parker even said AWA didn't "acquire" us airways, they and us had no money to do either. The outside investors put in the capital necessary for both carriers to continue as one after the merger.

READ THE TRANSCRIPT! It's just not that complicated.

Here’s what the 10-Q for September 30, 2005 says:

Part I. Financial Information
On September 27, 2005, US Airways Group, Inc. (US Airways Group) consummated the transactions contemplated by its plan of reorganization, including the merger transaction with America West Holdings Corporation (America West Holdings). As a result of the merger, America West Holdings became a wholly owned subsidiary of US Airways Group. As described in greater detail in Notes 1 and 2, while the merger was structured such that US Airways Group was the legal acquirer, the merger has been accounted for as a reverse acquisition such that America West Holdings has been treated as the accounting acquirer.

Emphasis added

2. Basis of Presentation
The merger has been accounted for as a reverse acquisition using the purchase method of accounting. Although the merger was structured such that America West Holdings became a wholly owned subsidiary of US Airways Group, America West Holdings will be treated as the acquiring company for accounting purposes under Statement of Financial Accounting Standards No. 141 “Business Combinations,” due to the following factors: (1) America West Holdings’ stockholders received the largest share of the Company’s common stock in the merger in comparison to the unsecured creditors of US Airways; (2) America West Holdings received a larger number of designees to the board of directors; and (3) America West Holdings’ Chairman and Chief Executive Officer prior to the merger became the Chairman and Chief Executive Officer of the combined company. As a result of the reverse acquisition, the statements of operations presented include the results of America West Holdings for the three months and nine months ended September 30, 2005 and consolidated results of US Airways Group for the four days ended September 30, 2005. The financial information reflected in the financial statements for periods prior to the merger are comprised of the accounts and activities of America West Holdings, the holding company of AWA.

Emphasis added - note that HP's financial statements were presented to the SEC, not US

Change in Accounting Policy
AWA historically recorded the cost of major scheduled airframe, engine and certain component overhauls as capitalized assets that are subsequently amortized over the periods benefited (the deferral method). US Airways Group charges maintenance and repair costs for owned and leased flight equipment to operating expense as incurred. Effective October 1, 2005, AWA changed its accounting policy from the deferral method to the expense as incurred method. While the deferral method is permitted under accounting principles generally accepted in the United States of America, US Airway Group believes that the expense as incurred method is preferable and the predominant method used in the airline industry. The effect of this change in accounting for aircraft maintenance and repairs could approximate $250 million, and will be treated as a cumulative effect of a change in accounting principle (see also Note 12, “Recent Accounting Pronouncements”).

So US Airways Group had to report a change in accounting policy since it was the surviving accounting entity so that it could match the legacy policy of US. If US had survived as the accounting entity, no change in policy would have been required.

3. New Equity Structure and Conversion
Pursuant to US Airways Group’s plan of reorganization, all securities of US Airways Group outstanding prior to September 27, 2005 were cancelled upon emergence from the Chapter 11 proceedings. In connection with the merger, US Airways Group adopted an Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws effective September 27, 2005.

Emphasis added. New/Restated Certificate of Incorporation & Bylaws.

11. Merger Accounting and Pro Forma Information
Purchase price allocation
The value of the merger consideration was determined based upon America West Holdings’ traded market price per share due to the fact that US Airways Group was operating under bankruptcy protection. The outstanding shares in America West Holdings at September 27, 2005 were valued at $4.82 per share, resulting in an aggregate value assigned to the shares of $175 million. The $4.82 per share value was based on the five-day average share price of America West Holdings, with May 19, 2005, the merger announcement date, as the midpoint. The outstanding shares of America West Holdings Class A and Class B common stock were converted into shares of US Airways Group common stock at a conversion rate of 0.5362 and 0.4125, respectively. Certain unsecured creditors of US Airways Group have been or will be issued an aggregate of approximately 8.2 million shares of US Airways Group common stock in settlement of their claims, including stock issued to the PBGC and ALPA. The fair value of that common stock valued at an equivalent price based on the $4.82 value of the America West Holdings stock is $96 million. America West Holdings incurred $21 million of direct acquisition costs in connection with the merger.

AWA market price was used to value the transaction. AWA incurred acquisition costs in conjunction with the merger.

The SEC filings trump any unofficial statements made or leaps in logic about how this transaction was structured. It was a merger based on a reverse acquisition of US by AWA Holdings. The penalty for making false filings with the SEC is a nice long stay in a federal prison for the CEO and CFO so these documents have a higher credibility and accuracy standard than anything else you can cite.

 

[Piedmont1984]

I wonder what the ramifications of the TWA win will be on the MidAtlantic pilots lawsuit.

Welcome back.

Even if the TWA pilots get half of what they are requesting, thats some serious money. The MDA lawsuit could mean still more drain on ALPA's coffers. If ALPA was planning a campaign to bring us back into the fold depending on the LOA93 decision, this development with TWA may mean a card drive will be attempted, regardless how LOA 93 turns out - and possibly sooner than later.

Follow the money.