This was an email I received today:
On 05Jan06, there was a PLI (Partnership in Leadership Initiative) meeting at AA about management compensation attended by other unions on the property and the APFA. A delegation from the APFA attended a meeting at the Company prior to the public announcement. In attendance were Brett Durkin (APFA Vice President). Jena Hopkins, Michael Parker and Becky Kroll. Our delegation asked for additional numbers from the Company to further analyze this situation; those figures have been promised, but not yet provided to my knowledge. Tommie Hutto-Blake has also requested those numbers.
First, this particular bonus plan has been in place at AMR since 1988. It was extended in 1998 by the AMR Board of Directors, and modified in 2003. The plan covers almost 1,000 of our management employees. Here is the approximate breakdown:
All Officers (except Gerard Arpey) – 43*
100% of all Level 8 Mgrs – 175
60% of all Level 6 Mgrs – 300
40% of all Level 5 Mgrs – 400
*Gerard Arpey is NOT part of this plan. It was offered to him when he was hired, but Gerard declined to participate in it.
This particular plan covers the period from 2003 to 2005. The units or “performance units†were awarded to eligible management in 2003, but they are not eligible to cash-out their units until 19Apr06. The final cash-out figures will be based on the AMR stock price at the close of business on 19Apr06, and then each unit paid out at 175% of that price.
AA considers this a long-term, at-risk piece of the management compensation package. The eligibility of management was based on their performance in 2003, and they must wait until 2006 to collect. This is a cash payout – not paid in stock, or stock options.
The plan payout is based on the TSR (Total Shareholder Return, basically based on the stock price) one of several formulae used in corporate America. The other possible formulae that AMR could have used are: ROI (Return on Investments); Cash Flow Return on Gross Assets; and, Operating Cash Flow to Net Assets.
This plan has had consistent payouts since 1996 (from the 1993 results), except for the year of 2003. The formula used requires that AA be judged by other “comparatorsâ€. Comparators used over the years have been: CO, DL, NW, Southwest, UA, US & jetBlue. The percentage of payout above and beyond the stock price is determined by where AA ranks among its comparators. For 2003, AA ranked as #1 (168.9% TSR, based on the excellent performance of the stock over the past several months), CO was #2 (at 110.05%) and Southwest at #3 (9.7%). AA’s original comparators for 2003 also included UA, DL & NW, but those carriers were dropped due to the filing of bankruptcies, which dropped them from being traded on the national exchanges. Based on the rankings, the #1 spot has a payout of 175% of the stock price (which is what the AA eligible management is receiving in April 2006) and 0% for the #6 spot. As long as the company doesn’t rank last, the payouts can be anywhere from 50% to 175% of the total units awarded back in 2003.
That’s all from Brett’s report. Now for the “***** Editorial Commentsâ€:
The total amount of the payout is staggering. Individuals could receive from $2,000 up to $1.7 million (based on a recent stock price) – and all at a time when AA is still operating in the red! There have been two “But The Employees Are Getting Something, Too!†rhetorical comments that the Company has been quick to note in the media.
First, millions of dollars in stock options have been or will be received by the various employee groups, as partial compensation for the restructuring agreements. But these are stock options that may or may not ever be exercised. If you were one of the people who used the first third or second third of your options to buy stock, you know that you ended up with a lot less (I think my 90+ shares ended up producing about 26 shares of stock after fees and taxes).
Second, the AIP quarterly payouts have been cited as sharing with the employees. True but…
…WAIT A MINUTE!!! The AIP is based on performance; the bonus plan has NO TIES TO CURRENT PERFORMANCE – ONLY WHAT THE STOCK TRADED AT THE CLOSE OF BUSINESS ON THE DAY DESIGNATED!
AND…the payout is not in stock, or stock options. IT IS A CASH PAYOUT, again at a time when AA/AMR is cutting across the board to save a few thousand or a few hundred thousand dollars.
So, why is our stock so high? Partly because the price of oil and the crack spread came down. Partly because people are traveling.
But, LARGELY because of the sacrifices by the employees of this company and the ways in which labor has been tirelessly working with management to keep our planes in the air. Wall Street sees this and sees AA as a success story when so many other carriers have filed for bankruptcy. It was only after the APFA representatives accompanied the Company to Wall Street that the bonds were issued to complete the work on the new JFK Terminal, huge evidence of the boost in the confidence of investors. Why? Because they saw labor working hard to keep out of bankruptcy.
Now, after all our hard work over the past years, the Company is going to follow through on a compensation plan that is quite legal, but most certainly disgusting. It will be interesting to see how the managers involved will react – how many will follow the lead of Gerard Arpey and say “NO!†And, will Gerard put any pressure upon those in the plan to put that money back into the Company.