American Airlines and US Airways Outline Path to Marriage

After months of courting, American Airlines and US Airways selected Valentine’s Day to formally confirm their engagement after the boards of directors of both companies unanimously approved a definitive merger agreement. This paves the way for the two entities to combine to form the world’s largest carrier with a combined equity value of approximately $11 billion. The transaction is conditioned on the approval by the US Bankruptcy Court for the Southern District of New York, regulatory approvals, approval by US Airways shareholders, other customary closing conditions, and confirmation and consummation of the merger. The final marriage is expected to take place in the third quarter of 2013.

Operating under the recently refreshed American Airlines brand, the combined airline will offer more than 6,700 daily flights to 336 destinations in 56 countries. The ‘new American Airlines is expected to maintain all the hubs currently served by the two carriers as there is very little crossover between their two networks. In fact an analysis of the two carriers’ flight schedules for February 2013 shows only 12 non-stop routes that both airlines directly compete either through their mainline businesses or regional partners.

These competitive routes consist links from Charlotte Douglas to Chicago O’Hare, Dallas/Fort Worth International, Miami International and New York La Guardia; from Philadelphia to Chicago O’Hare, Dallas/Fort Worth International, Miami International; from Phoenix to O’Hare, Dallas/Fort Worth International and Los Angeles and from Washington Reagan National to Nashville and Raleigh Durham.

“Today, we are proud to launch the new American Airlines - a premier global carrier well equipped to compete and win against the best in the world.  Together, we will be even better positioned to deliver for all of our stakeholders, including our customers, people, investors, partners, and the many communities we serve.”

Tom Horton
President and Chief Executive Officer, American Airlines

Alongside their mainline activities, both American Airlines and US Airways expect that the regional carriers they own - AMR Corporation's American Eagle and US Airways' Piedmont and PSA - will continue to operate as distinct entities, providing seamless service to the combined airline. The company will be headquartered in Dallas-Fort Worth and will maintain a significant corporate and operational presence in Phoenix.

The combined airline will provide the most service across the East Coast and Central regions of the US, including the East Coast shuttle, enhancing the combined carrier's competitive position. It will have a strengthened network in western US markets and the arrival of US Airways’ flights will bolster American's industry-leading position in Latin America and the Caribbean. The carrier will be a full member of the oneworld alliance and discussions have already started over US Airways departure from rival Star.

The transaction is expected to generate more than $1 billion in annual net synergies in 2015, including $900 million in network revenue synergies, resulting predominantly from increased passenger traffic, taking advantage of the combined carrier's improved schedule and connectivity, an improved mix of high-yield business, and the redeployment of the combined fleet to better match capacity to customer demand. In addition, American Airlines' landmark agreements with Airbus and Boeing, designed to transform the American Airlines fleet over the next four years, will solidify the combined airline's fleet plan into the next decade. The combined airline is planning to take delivery of more than 600 new aircraft, including 517 narrowbody aircraft and 90 widebody international aircraft.

Under the terms of the merger agreement, US Airways stockholders will receive one share of common stock of the combined airline for each share of US Airways common stock then held. The aggregate number of shares of common stock of the combined airline issuable to holders of US Airways equity instruments (including stockholders, holders of convertible notes, optionees and holders of restricted stock units) will represent 28 per cent of the diluted equity of the combined airline. The remaining 72 per cent diluted equity ownership of the combined airline will be issuable to stakeholders of American’s parent AMR Corporation and its debtor subsidiaries that filed for relief under its Chapter 11 bankruptcy protection filing, American's labor unions, and current AMR employees.

Colin Wheeler, Manager, Route Planning at American Airlines, outlines why Routes Americas and World Routes are important events to support its network strategy.

The merger is to be effected pursuant to a plan of reorganisation for the Debtors in their currently pending cases under Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy Court for the Southern District of New York and is subject to confirmation and consummation in accordance with the requirements of the Bankruptcy Code.

Thomas Horton, Chairman, President and Chief Executive Officer of American Airlines, will serve as Chairman of the combined airline's Board of Directors through its first annual meeting of shareholders, and will also serve as the combined airline's representative to the oneworld Alliance, of which he is currently chairman, and International Air Transport Association for the same duration. Doug Parker, Chairman and CEO of US Airways, will serve as Chief Executive Officer and a member of the Board of Directors. Parker will assume the additional position of Chairman of the Board following the conclusion of Horton's service.

"The combination of American and US Airways brings together two highly complementary networks with access to the best destinations around the globe and gives us a strong platform to provide our customers the most connected, comfortable travel experience available,” said Tom Horton, Chairman, President, and Chief Executive Officer of American Airlines. “The operational and financial strength of the combined airline is expected to enable continued investment in new products and technologies and will create exciting new opportunities for our people, even as we deliver strong cash flow and sustainable profitability.”

According to Doug Parker, Chairman and Chief Executive Officer, US Airways, the agreement “marks an exciting new chapter” for the two US carriers. “American Airlines is one of the world's most iconic brands. The combined airline will have the scale, breadth and capabilities to compete more effectively and profitably in the global marketplace. Our combined network will provide a significantly more attractive offering to customers, ensuring that we are always able to take them where they want to travel, when they want to go," he said.

In the table below we highlight the largest domestic and international points in the combined American Airlines and US Airways network based upon their February 2013 flight schedule.

MAIN NETWORK POINTS OF COMBINED AMERICAN AIRLINES AND US AIRWAYS SCHEDULES (non-stop departures; February 2013)

Rank

Network Point

American Airlines (AA)

US Airways (US)

Available Seats

TOP TWENTY US POINTS

1

Dallas Fort/Worth International (DFW)

2,365,895

76,414

2,442,309

2

Charlotte Douglas (CLT)

45,472

1,766,969

1,812,441

3

Miami International (MIA)

1,322,823

44,803

1,367,626

4

Chicago O’Hare (ORD)

1,045,810

90,091

1,135,901

5

Philadelphia International (PHL)

50,360

1,060,055

1,110,415

6

Phoenix Sky Harbor International (PHX)

72,460

876,417

948,877

7

Washington Reagan National (DCA)

145,684

507,760

653,444

8

Los Angeles International (LAX)

513,171

74,484

587,655

9

New York John F Kennedy (JFK)

397,530

32,236

429,766

10

New York LaGuradia (LGA)

264,392

163,567

427,959

11

Boston Logan (BOS)

138,856

207,796

346,652

12

Orlando International (MCO)

123,880

128,691

252,571

13

San Francisco International (SFO)

139,692

61,100

200,792

14

Las Vegas McCarran International (LAS)

110,728

78,246

188,974

15

Fort Lauderdale Hollywood International (FLL)

74,880

87,906

162,786

16

Tampa International (TPA)

72,280

85,996

158,276

17

Hartsfield-Jackson Atlanta International (ATL)

89,908

64,075

153,983

18

San Juan Luis Munoz Marin International (SJU)

114,352

33,989

148,341

19

Lambert St Louis International (STL)

104,848

35,514

140,362

20

Raleigh-Durham International (RDU)

73,500

63,240

136,740

TOP TEN INTERNATIONAL POINTS

1

Cancun International (CUN)

66,208

36,210

102,418

2

London Heathrow (LHR)

89,866

8,204

98,070

3

Toronto Lester B Pearson International (YYZ)

66,280

19,970

86,250

4

Mexico City Internacional Benito Juarez (MEX)

43,600

10,416

54,016

5

Sao Paulo Guarulhos International (GRU)

50,049

-

50,049

6

Montreal Pierre Elliott Trudeau International (YUL)

31,048

15,250

46,298

7

Montego Bay Sangster International (MBJ)

19,520

24,513

44,033

8

San José Juan Santamaría International (SJO)

30,800

9,208

40,008

9

San Jose Del Cabo Los Cabos (SJD)

21,360

15,627

36,987

10

Paris Charles de Gaulle (CDG)

28,775

8,204

36,979

Richard Maslen

Richard Maslen has travelled across the globe to report on developments in the aviation sector as airlines and airports have continued to evolve and…