First shot by NW pilots coming

[MMB]

I'm Delta, and I heard merger.


From Delta's "DeltaNet" page:
Leaders take merger excitement on the road
Following an employee meeting in Atlanta Tuesday, Richard Anderson, Ed Bastian and other leaders will be visiting our hubs this week and next, meeting with employees to discuss our announced merger with Northwest Airlines. The meetings will include briefings on details of the merger and time for employees to ask questions...
See Also:
Visit the Delta Northwest site for the latest information about the merger.

From Delta's "Delta Northwest" page:
About the Merger
Delta and Northwest are joining together to create America's premier global airline, offering more convenient connections between more destinations in the United States and around the world than any other U.S.-based carrier. The merger creates a stronger, more resilient airline positioned to thrive in the increasingly competitive global marketplace...


The public accessable newglobalairline - Delta Northwest external site says merger.
Delta and Northwest external site


Exchanging the stock is just a step in the process.
"Here, you need to swap those NW stocks for these that have the new logo on them.

Who the **** says buyout?

 

[FWAAA]

An acquistion can take the form of a merger. A merger is defined in state corporate law as well as federal tax law. But make no mistake, DL is acquiring NW.

When two companies combine, in nearly every case, one of them is acquiring the other.

In this case, DL is paying the NW stockholders a premium for their NW stock. They will receive new DL shares. The entity will be called "Delta." It will be headquartered in Atlanta. Delta execs will probably still have jobs and NW execs will be sending out resumes.

Basically the same thing happened when America West acquired USAir, except in that acquisition, the buyer kept the name of the acquired entity (USAir) as it was deemed too valuable to throw away. It's all explained in the 10-K.

Like I posted before, if it makes everyone feel better to ignore the fact that DL is buying NW (with DL stock as the currency), then call it whatever you wish. But angrily posting that it's not an acquisition shows a lack of familiarity with the legal definitions of those words.

BoeingBoy recently posted a wonderful explanation on this very topic; I'll search for it and link it to this thread.

 

[MMB]

There are some big $$$ reasons to go with the Delta logo. Take those away and ... who knows?

To me, and I believe to most people not trying to play at playground one-upmanship, a merger is a mutually agreed to combing of two entities. Kind of like a marriage. A buyout is what AW did to US and tried to do to us.

However, if you reeealy want to argue legalese, what do you say you get a bunch of lawyers in here to argue the definition of "IS", and the rest of us can all go to neutral ground and have a BBQ? I don't care for pulled pork, but I can smoke up a killer brisket!

 

[Low&away]

Just like those NW mechanics....they really showed everybody the "strength" of the NW unions. I got bad news for you, but management has figured out how to break most unions.

As for the balance sheet, NW has a strong one, but it's not enough. NW's network is weak and getting weaker. All NW has is the Midwest and Asia. Memphis can't grow. DTW is floundering and has a dismal economy. Many of NW's NRT routes are being overflown by other carriers slowly eating away at NW's Asian margins. NW's a nobody in Europe outside of AMS. NW doesn't even exist in South America. Your fleet is gas-guzzling and needs billions in investment which NW doesn't have. There's a reason your management is selling you to Delta. There's a reason that the Delta name is the surviving one and not Northwest.

So you can fight this merger and you might even be successful in torpedoing it. However, you'll simply return to a slowly dying airline with no prospect for growth.

You not only have to watch out for management, better also keep an eye on ALPA. Their merger policy allows for the creation of a joint LIST. Not a seniority list a JOINT LIST. So much for unity. Lasting unity cannot be sustained when ALPA will not define what seniority is.

 

[Low&away]

There are some big $$$ reasons to go with the Delta logo. Take those away and ... who knows?

To me, and I believe to most people not trying to play at playground one-upmanship, a merger is a mutually agreed to combing of two entities. Kind of like a marriage. A buyout is what AW did to US and tried to do to us.

However, if you reeealy want to argue legalese, what do you say you get a bunch of lawyers in here to argue the definition of "IS", and the rest of us can all go to neutral ground and have a BBQ? I don't care for pulled pork, but I can smoke up a killer brisket!

AWA did not buyout USAirways. It was a strait up merger. AWA did not and could not finance a airline purchase. Interested stake-holders arranged the financing.

 

[195PILOT]

It's too bad greed from NWA/Delta management ruined this, it could have been a great airline had it been done right:

A portion of NWA MEC message.

A letter from the NWA MEC Chairman to the pilots of NWA ALPA
TO: All Northwest Pilots
FROM: Dave Stevens
DATE: April 14, 2008


Now we reach the question your MEC considered at its meeting yesterday – Should the pilots, employees
and customers of Northwest support this merger as it is currently contemplated? The managements are
betting on the merger models of old: Pay the employees of one group less and focus on lowering costs
(instead of many of the revenue synergies that are far more likely to improve the bottom line); hope for
cost savings going forward from employee division with no concern for the dis-synergies caused by labor
dissatisfaction. The point has already been made to us by Delta management that they already have a
“B scaleâ€￾ at Northwest, and that they will need to maintain it by phasing in harmonized wages. Mergers
based on this model have never worked well, but trying to make this work at $110/bbl fuel, with a
looming recession and no access to credit markets, is putting everything at risk.
One can only conclude that the Delta pilot leadership and Delta management have made an arrangement
to try to disadvantage the Northwest pilots economically and with respect to our seniority. No pilot group
is going to put up with this. No amount of money can sustain a carrier which creates this level of discord.
This is a recipe for failure. Under these conditions, Northwest Airlines and all the stakeholders, including
the pilots, other employees and customers, are better served by a standalone airline. Under these
circumstances, it is Northwest’s best option, with its strong international and domestic route structure, a
flexible fleet, an order book with fuel-efficient aircraft and the best cash position of any legacy carrier, to
remain an independent carrier.
Your MEC reached this conclusion with reluctance. We were very close to concluding a truly cooperative
merger which would have served the interests of everyone. We regret that an agreement was not obtained.
However, the past is past. The Northwest pilot group now has to face a difficult future. As hard as a
standalone course may be in these economic times, it is our judgment that it carries less risk than the
merger path which now lies before us. For that reason, we will be turning our efforts to stopping this
merger. Over the course of the next few weeks, we will be sending you more information on the MEC’s
plans. Look for a road show schedule to be posted soon.
Fraternally and in Unity,
Dave Stevens
MEC Chairman
-------------------------------------------------------------------------------------
And for all NORTHWEST employees who think Delta management OR NW management cares anything about you...just look at what they have done to the "special" ones the NW pilots. You are simply an obstacle to their payoff. Hope you caught Richard Anderson's reference to "Industry AVERAGE" pay for all employees by 2012. They expect you to give up your company for the BILLIONS that you have sacrificed, for industry AVERAGE pay by 2012...Nothing has CHANGED with this slimy gang.

Your first step should be getting rid of ALPA. Keep an eye on USAPA it will show you how a real UNION works.

 

[FWAAA]

To me, and I believe to most people not trying to play at playground one-upmanship, a merger is a mutually agreed to combing of two entities. Kind of like a marriage. A buyout is what AW did to US and tried to do to us.

Generally, a merger is a combination of two or more companies, where shareholders of each receive new shares of the combined new company. Doesn't mean one of the companies isn't buying the other.

What US tried to do to DL was a "hostile takeover" where the board of the target (Delta) did not agree to be bought by US.

In this merger, the board of the target (NW) has agreed to the buyout by DL. A negotiated buyout.

What HP did to US was a negotiated buyout (merger). The 2007 US 10-K sets it all out. Once the DL/NW buyout is complete, the combined company will disclose the same thing in a 10-K. Delta will be the acquirer and NW will be the acuired.

However, if you reeealy want to argue legalese, what do you say you get a bunch of lawyers in here to argue the definition of "IS", and the rest of us can all go to neutral ground and have a BBQ? I don't care for pulled pork, but I can smoke up a killer brisket!

Excellent!

 

[FWAAA]

AWA did not buyout USAirways. It was a strait up merger. AWA did not and could not finance a airline purchase. Interested stake-holders arranged the financing.

Yes, AWA did buyout USAir. As explained in the US 10-K, HP arranged financing so that it could purchase US. All you have to do is read the 10-K.

 

[southwind]

Their attempts at calming the masses are already a farce if one group is being told it's a buyout and the other a merger. h34r:
And the Delta folk wonder why NW folk don't trust what either CEO is peddeling!

Delta folk seem to act superior since it's a buyout to them....They're playing right into the web of deciept. :blink:

I don't know anyone personally who thinks they're superior to NW employees, ok maybe the scabs who crossed the picket line, but it sounds to me as if people like you are trying to stir the pot without knowing the facts !

Anyone in the airline bussiness knows for the last 5 years the catch-phrase has been" MERGERS,MERGERS,MERGERS" ! And this won't be the last one !

Every person I've worked work with ,from Western or Pan Am were treated as equals and seems as happy as any other Delta employee !

 

[DAL Mech]

I don't know anyone personally who thinks they're superior to NW employees, ok maybe the scabs who crossed the picket line, but it sounds to me as if people like you are trying to stir the pot without knowing the facts !

Anyone in the airline bussiness knows for the last 5 years the catch-phrase has been" MERGERS,MERGERS,MERGERS" ! And this won't be the last one !

Every person I've worked work with ,from Western or Pan Am were treated as equals and seems as happy as any other Delta employee !

Shhhhhhh, the union guys don't want anyone to know that.

 

[tech2101]

Shhhhhhh, the union guys don't want anyone to know that.

A truly idiotic comment with no substance.

What do you think "union guys" fought for for years?

Instead of some inane comment, how about a real answer to that question?

 

[flyingcat]

Your first step should be getting rid of ALPA. Keep an eye on USAPA it will show you how a real UNION works.

Not even an option in this case.

NW has 5000 pilots to DL 7000. USAPA had the support of most east pilots who outnumber west by an enormous margin.

Besides USAPA has based their election on their beleife that the arbitration award can be overturned.
1. To overturn the award will be a legal battle in itself.
2. There is no guarantee that a new arbitration will not be called and they will find themselves back at square one.

Bottom line USAPA better deliver or it will implode spectacularly.

 

[700UW]

Yes, AWA did buyout USAir. As explained in the US 10-K, HP arranged financing so that it could purchase US. All you have to do is read the 10-K.

Um no, US arranged all the financing not HP.

And US Airways Group is the surviving carrier and certificate, not HP.

How US/HP Merger got off the ground

Just minutes before tip-off, with the din of exploding fireworks filling the arena, US Airways adviser John Luth received an e-mail on his BlackBerry from Air Canada Chief Executive Officer Robert Milton. It confirmed that Air Canada's board had approved an investment in the combined airline -- the final piece of a $1.5 billion financing package needed to make the deal work.

Luth waved his BlackBerry, smiled and gave everyone the news. He congratulated Doug Parker and Bruce Lakefield, the chief executive officers of America West and US Airways, and broad smiles broke out throughout the box.

But America West did not have enough cash to lift US Airways out of bankruptcy. It was up to Luth, the US Airways adviser, to find enough investment money to piece the deal together and give the combined company a fighting chance to thrive in the battered airline industry.

Luth and US Airways had serious discussions with more than a dozen investors. They all requested shared participation in a merged airline -- no one wanted to take on all the risk. The Retirement Systems of Alabama, which rescued US Airways from its first bankruptcy in 2003 with a $240 million investment, stands to lose it all if US Airways emerges from bankruptcy and issues new stock.

Luth went after the companies that had something to gain from an investment in US Airways and America West. Aircraft maker Airbus agreed to provide $250 million in exchange for US Airways' pledge to buy dozens of A320 jets in the future. Regional commuter carrier Air Wisconsin Airlines made a $125 million investment in exchange for a jet services partnership. The Appleton, Wis.-based airline will fly for the merged carrier on a contract basis.

Credit card companies may provide $300 million in order to reach new customers. And once-bankrupt Air Canada offered $75 million, good for a 7 percent stake in the new company, in exchange for the rights to bid on the maintenance contract for the new carrier's fleet of 361 jets.

Air Canada was the last in line.

 

[Bizman]

Your first step should be getting rid of ALPA. Keep an eye on USAPA it will show you how a real UNION works.

Your union dues are going to be hugh. Probably double what they were at ALPA. I would assume that most of the pilots that voted against USAPA will not pay dues, and you can only have a closed shop with a new contract. That isn't going to happen for quite some time. Your management has no reason to speed things up on the contract front. They are laughing all the way to the bank with your money. You won't see any increase in money for a long time. IMO stupid on your part, but I don't have to live with it. Good luck.

 

[FWAAA]

Um no, US arranged all the financing not HP.

And US Airways Group is the surviving carrier and certificate, not HP.

How US/HP Merger got off the ground

None of which alters the fact that HP bought US.

Even ATW agrees:

US Airways granted single operating certificate

Thursday September 27, 2007

FAA granted Phoenix-based US Airways a single operating certificate, officially cementing as one entity the carrier created in September 2005 when America West Airlines acquired the assets of the former US Airways, which was enduring its second bankruptcy in three years.

http://www.atwonline.com/news/story.html?storyID=10335