Silverflyer330 said:
For accounting reasons..........oh how we forget the small details along with the ATSB not allowing AWA to acquire jack squat.......boy you sure do live up to your reputation!
[SIZE=10.5pt]The transaction was more complex than a simple sound bite will afford. The phrase - a reverse merger with AWA/AWH considered the acquiring company for accounting purposes - was verbiage included on an SEC form which deals almost exclusively with accounting concerns (that is where did the money come from and how would money be handled by the new entity). That said, the SEC doesn't allow corporate officers to play with words so that when one thing happens management gets to claim that the opposite happened. If it were a straight AWH acquisition, then the SEC would have expected AWH to assume control of the bankrupt LUS/AAL entity and to go by the name "America West." However, it was determined that US Airways would be the name of the new entity (cost less to change AWA assets to US assets than to go the other way, plus US had the more generic name for a transcon / international airline). So, since the AWA name would be mothballed, the language included with the SEC filing was that AWA/AWH would be the acquiring airline (the accounting / money side) but the newly combined entity would go by the acquired company's name.[/SIZE]
[SIZE=10.5pt]The facts of the reverse merger remain unchanged from the 2005 transaction:[/SIZE]
[SIZE=10.5pt]1. [/SIZE]AWH shareholder received the largest share of the LCC stock
[SIZE=10.5pt]2. [/SIZE]There were no US Airways shareholders, but rather a group of unsecured creditors. These also received stock issued by LCC, but not as large a portion as the AWH shareholders received
[SIZE=10.5pt]3. [/SIZE]The senior executive team from AWA remained in positon, and most still hold those same positions with LUS and AA today
[SIZE=10.5pt]4. [/SIZE]Few of the LUS senior executive remained once their change of control packages had run their course. In fact, many LUS senior executives had fled well before the transaction occurred.
[SIZE=10.5pt]5. [/SIZE]The Crystal City headquarters of LUS were shut down entirely within eight months of the transaction. The senior executive suite on the eight floor of the Crystal City building was entirely vacant by the end of September 2005. That place had lots of private bathrooms with showers, a nice commercial kitchen with a Wolfe range and a Sub Zero refrigerator that only senior management had access to, until they fled.
[SIZE=10.5pt]6. [/SIZE]Nearly all non-operational business functions were moved to Tempe (Accounting, Payroll, IT services, Revenue Management, Marketing, Labor Relations, Legal, Purchasing, Government Affairs …)
