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Northwest Airlines Names New Board of Directors
On April 20, 2007, Gary L. Wilson, chairman of the board of Northwest Airlines Corporation (OTC: NWACQ.PK), announced that the company will establish a new 12-member board of directors upon the upcoming completion of its reorganization. Wilson, who has served as chairman since 1997 and co-chairman since 1991, will be succeeded as chairman by Roy Bostock, a board member since 2005. The current Board will continue to serve until the reorganization is completed, which is expected in June.
The new Board will include continuing and new directors who bring a broad mix of skills to Northwest Airlines. Northwest will continue its corporate governance practice initiated by Wilson of requiring separation of the chairman and chief executive officer positions, and the Board is considering instituting the 12-year term limit for directors recommended by both the Official Committee of Unsecured Creditors and the Northwest Restructuring Committee.
Wilson said, “I am leaving the Board because I believe in term limits and because my other business interests do not allow me sufficient time to continue leading the Board. Roy Bostock is a great leader who will invest the time and energy required to lead the Board and to help the management team create shareholder value. I have been associated with Northwest Airlines since 1989 and am extremely proud of the extraordinary accomplishments of this very resilient organization. Our industry never fully recovered from the economic impact of 9/11 and the Iraq War, as reduced travel and high fuel prices led to massive losses that could only be resolved in bankruptcy.â€
Wilson continued, “I applaud our Board and management on achieving an extremely successful reorganization and creating a profitable company going forward that will produce meaningful profit-sharing for all employees. I wish all my colleagues good fortune on maintaining Northwest’s return to profitability and enhancing its focus on great service to our customers.â€
Bostock said, “Northwest Airlines is emerging from the reorganization process well positioned for long-term profitability and growth. We will have an excellent market position, strong balance sheet, improved cost structure, industry-leading corporate governance and a distinguished Board with deep airline experience and a broad range of other relevant skills. I am honored to succeed Gary Wilson as chairman and, on behalf of the entire Board, I salute him for his 16 years of tireless and effective Board leadership.â€
Dana J. Lockhart, chairman of the Official Committee of Unsecured Creditors and chief financial officer of Airbus North America, said, “We have worked very productively with Northwest and are pleased with the composition of the new Board, which blends the broad experience of the continuing directors with the fresh perspectives and wide-ranging expertise of the new directors. We are also pleased that Northwest will be in the vanguard of best practices for boards of directors that Gary Wilson has advocated. The new Board is well-equipped to represent the interests of all of Northwest’s constituencies while guiding the company as it emerges from a very successful reorganization where the unsecured creditors will realize very substantial financial recoveries including, for most creditors, the opportunity to receive equity in a well-positioned airline.â€
Doug Steenland, president and chief executive officer of Northwest Airlines, said, “I look forward to working with our new board as they help guide our management team during this new and exciting chapter in Northwest Airlines’ long history. We have achieved our three key goals for the reorganization – developing a more efficient business model, reducing our cost structure, and strengthening our balance sheet. We are grateful to our creditors, who have played a constructive role in the process, our management team and the 31,000 committed employees who never lost their focus on running the business and serving our customers. I want to recognize the enormous contributions of our board of directors and particularly, Gary Wilson’s leadership. We will miss his wisdom, strategic guidance and passion for Northwest.â€
New Northwest Airlines Board of Directors
Roy Bostock has been a director since 2005. He is a former chairman and chief executive officer of D'Arcy Masius Benton & Bowles Inc., one of the world's leading advertising firms, and is now a principal of Sealedge Investments LLC, a diversified private investment company. Bostock also serves as chairman of the Partnership for a Drug-Free America. He is also a director of Morgan Stanley and Yahoo! Inc.
David Brandon is currently chairman and chief executive officer of Domino's Pizza, Inc.
Brandon has served as chairman, chief executive officer and as a manager of Domino's Pizza since March 1999. He was president and chief executive officer of Valassis, Inc., a company in the sales promotion and coupon industries, from 1989 to 1998, and chairman of the board of directors of Valassis from 1997 to 1998. Brandon serves on the boards of directors of the TJX Companies, Inc., Burger King Corporation
and Kaydon Corporation.
Mike Durham is president and chief executive officer of Cognizant Associates, Inc., a consulting firm he founded in 2000. Prior to forming Cognizant Associates, Durham served as president and chief executive officer of Sabre, Inc. He has also served as senior vice president and treasurer of AMR and as senior vice president of finance and chief financial officer of American Airlines. Durham serves as the non-executive chairman of the board of Asbury Automotive Group, Inc., and as a director and chairman of the audit committee of AGL Resources, Inc. He is also a member of the boards of Acxiom Corporation, Bombardier, Inc., Culligan International, Hertz Global Holdings and SCI Solutions.
John Engler has been a Northwest Airlines director since 2003. Since 2004, Engler has served as president & chief executive officer of the National Association of Manufacturers. From 2003 to 2004, Engler was president of state and local government and vice president of government solutions for North America for Electronic Data Systems Corporation. Engler served as Michigan's 46th governor for three terms from 1991 to 2003. He also serves on the board of directors of Dow Jones & Company, Universal Forest Products Inc. and Munder Capital Management.
Mickey Foret is president of Aviation Consultants LLP. From September 1998 to September 2002, he served as executive vice president and chief financial officer of Northwest Airlines. From September 1998 to September 2002, he also served as chairman and chief executive officer of Northwest Airlines Cargo Inc., a subsidiary of Northwest Airlines that specializes in cargo transport. He was president and chief operating officer of Atlas Air, Inc. from June 1996 to September 1997 and executive vice president and chief financial officer of Northwest Airlines from September 1993 to May 1996. In addition, Foret has held other senior management positions with various companies including Continental Airlines Holdings, Inc. and KLH Computers, Inc. Foret is a director of ADC, URS Corporation and Nash Finch Company.
Robert Friedman has been a director since 2002. Friedman has served since 1999 as a senior managing director of The Blackstone Group L.P. Since 2003, he has also been chief administrative officer and chief
legal officer of Blackstone. Prior to 1999, he was a partner of the law firm of Simpson Thacher & Bartlett LLP. He also serves on the board of directors of Axis Capital Holdings Ltd. and TRW Automotive Holdings Corp.
Doris Kearns Goodwin has been a director since 1997. Goodwin is a historian and author and has received numerous awards, including the Pulitzer Prize in history in 1995 for the book, “No Ordinary Timeâ€, and the Lincoln Prize for history in 2006. Her recent historical perspective, “Team of Rivals: the Political Genius of Abraham Lincoln†was on the New York Times best sellers list for 15 weeks. She served as a member of the Harvard University Board of Overseers for a six-year term ending in 2005. She was an assistant to President Lyndon Johnson before spending nearly 10 years as a professor of Government at Harvard University.
Jeffrey Katz has been a director since 2005. Since June 2005, Katz has served as president and chief executive officer of LeapFrog Enterprises, Inc. From 2000 to 2004, he served as chairman, president and chief executive officer of Orbitz Inc. Prior to joining Orbitz, Katz was president and chief executive officer of Swissair Group's Swissair from 1997 until 2000. Prior to April 1997, Mr. Katz spent 17 years at American Airlines in a variety of executive roles including president of the Global Distribution System Division of Sabre Inc.
James Postl is a Houston-based independent director. He served as president and chief executive officer of Pennzoil-Quaker State from 2000 to 2002 and was the company’s president and chief operating officer between 1998 and 2000. Prior to that, Postl served as president of Nabisco from 1996 to 1998. He earlier served as president and chief executive officer of Nabisco International and earlier spent 19 years at Pepsico in various management positions. He is also a director of Centex Corporation and Cooper Industries.
Rodney Slater is a partner at the law firm of Patton Boggs LLP, serving as the head of the Public Policy and Transportation Practice Group. From 1997 to 2001 he served as the Secretary of Transportation for the US Department of Transportation. From 1993 to 1996, he was Director of the Federal Highway Administration. He is also a director of Kansas City Southern.
Douglas Steenland has served as a director of NWA Corp. since 2001 and as president and chief executive officer of Northwest Airlines since October 2004. Steenland has served in a number of executive positions since joining Northwest in 1991, including president from April 2001 to October 2004, executive vice president and chief corporate officer from September 1999 to April 2001, executive vice president—alliances, general counsel and secretary from January 1999 to September 1999, executive vice president, general counsel and secretary from June 1998 to January 1999, and senior vice president, general counsel and secretary from 1994 to 1998. Prior to joining Northwest, Steenland was a senior partner at the Washington, D.C. law firm of Verner, Liipfert, Bernhard, McPherson and Hand.
William Zoller has been a director since April 2006. Captain Zoller has been a Northwest pilot for more than 25 years. He previously served as an executive vice president of the Air Line Pilots Association, International (ALPA) from 2000 to 2002, and served as chairman of the Northwest Airlines Master Executive Council of ALPA from 1996 to 2000.
On April 20, 2007, Gary L. Wilson, chairman of the board of Northwest Airlines Corporation (OTC: NWACQ.PK), announced that the company will establish a new 12-member board of directors upon the upcoming completion of its reorganization. Wilson, who has served as chairman since 1997 and co-chairman since 1991, will be succeeded as chairman by Roy Bostock, a board member since 2005. The current Board will continue to serve until the reorganization is completed, which is expected in June.
The new Board will include continuing and new directors who bring a broad mix of skills to Northwest Airlines. Northwest will continue its corporate governance practice initiated by Wilson of requiring separation of the chairman and chief executive officer positions, and the Board is considering instituting the 12-year term limit for directors recommended by both the Official Committee of Unsecured Creditors and the Northwest Restructuring Committee.
Wilson said, “I am leaving the Board because I believe in term limits and because my other business interests do not allow me sufficient time to continue leading the Board. Roy Bostock is a great leader who will invest the time and energy required to lead the Board and to help the management team create shareholder value. I have been associated with Northwest Airlines since 1989 and am extremely proud of the extraordinary accomplishments of this very resilient organization. Our industry never fully recovered from the economic impact of 9/11 and the Iraq War, as reduced travel and high fuel prices led to massive losses that could only be resolved in bankruptcy.â€
Wilson continued, “I applaud our Board and management on achieving an extremely successful reorganization and creating a profitable company going forward that will produce meaningful profit-sharing for all employees. I wish all my colleagues good fortune on maintaining Northwest’s return to profitability and enhancing its focus on great service to our customers.â€
Bostock said, “Northwest Airlines is emerging from the reorganization process well positioned for long-term profitability and growth. We will have an excellent market position, strong balance sheet, improved cost structure, industry-leading corporate governance and a distinguished Board with deep airline experience and a broad range of other relevant skills. I am honored to succeed Gary Wilson as chairman and, on behalf of the entire Board, I salute him for his 16 years of tireless and effective Board leadership.â€
Dana J. Lockhart, chairman of the Official Committee of Unsecured Creditors and chief financial officer of Airbus North America, said, “We have worked very productively with Northwest and are pleased with the composition of the new Board, which blends the broad experience of the continuing directors with the fresh perspectives and wide-ranging expertise of the new directors. We are also pleased that Northwest will be in the vanguard of best practices for boards of directors that Gary Wilson has advocated. The new Board is well-equipped to represent the interests of all of Northwest’s constituencies while guiding the company as it emerges from a very successful reorganization where the unsecured creditors will realize very substantial financial recoveries including, for most creditors, the opportunity to receive equity in a well-positioned airline.â€
Doug Steenland, president and chief executive officer of Northwest Airlines, said, “I look forward to working with our new board as they help guide our management team during this new and exciting chapter in Northwest Airlines’ long history. We have achieved our three key goals for the reorganization – developing a more efficient business model, reducing our cost structure, and strengthening our balance sheet. We are grateful to our creditors, who have played a constructive role in the process, our management team and the 31,000 committed employees who never lost their focus on running the business and serving our customers. I want to recognize the enormous contributions of our board of directors and particularly, Gary Wilson’s leadership. We will miss his wisdom, strategic guidance and passion for Northwest.â€
New Northwest Airlines Board of Directors
Roy Bostock has been a director since 2005. He is a former chairman and chief executive officer of D'Arcy Masius Benton & Bowles Inc., one of the world's leading advertising firms, and is now a principal of Sealedge Investments LLC, a diversified private investment company. Bostock also serves as chairman of the Partnership for a Drug-Free America. He is also a director of Morgan Stanley and Yahoo! Inc.
David Brandon is currently chairman and chief executive officer of Domino's Pizza, Inc.
Brandon has served as chairman, chief executive officer and as a manager of Domino's Pizza since March 1999. He was president and chief executive officer of Valassis, Inc., a company in the sales promotion and coupon industries, from 1989 to 1998, and chairman of the board of directors of Valassis from 1997 to 1998. Brandon serves on the boards of directors of the TJX Companies, Inc., Burger King Corporation
and Kaydon Corporation.
Mike Durham is president and chief executive officer of Cognizant Associates, Inc., a consulting firm he founded in 2000. Prior to forming Cognizant Associates, Durham served as president and chief executive officer of Sabre, Inc. He has also served as senior vice president and treasurer of AMR and as senior vice president of finance and chief financial officer of American Airlines. Durham serves as the non-executive chairman of the board of Asbury Automotive Group, Inc., and as a director and chairman of the audit committee of AGL Resources, Inc. He is also a member of the boards of Acxiom Corporation, Bombardier, Inc., Culligan International, Hertz Global Holdings and SCI Solutions.
John Engler has been a Northwest Airlines director since 2003. Since 2004, Engler has served as president & chief executive officer of the National Association of Manufacturers. From 2003 to 2004, Engler was president of state and local government and vice president of government solutions for North America for Electronic Data Systems Corporation. Engler served as Michigan's 46th governor for three terms from 1991 to 2003. He also serves on the board of directors of Dow Jones & Company, Universal Forest Products Inc. and Munder Capital Management.
Mickey Foret is president of Aviation Consultants LLP. From September 1998 to September 2002, he served as executive vice president and chief financial officer of Northwest Airlines. From September 1998 to September 2002, he also served as chairman and chief executive officer of Northwest Airlines Cargo Inc., a subsidiary of Northwest Airlines that specializes in cargo transport. He was president and chief operating officer of Atlas Air, Inc. from June 1996 to September 1997 and executive vice president and chief financial officer of Northwest Airlines from September 1993 to May 1996. In addition, Foret has held other senior management positions with various companies including Continental Airlines Holdings, Inc. and KLH Computers, Inc. Foret is a director of ADC, URS Corporation and Nash Finch Company.
Robert Friedman has been a director since 2002. Friedman has served since 1999 as a senior managing director of The Blackstone Group L.P. Since 2003, he has also been chief administrative officer and chief
legal officer of Blackstone. Prior to 1999, he was a partner of the law firm of Simpson Thacher & Bartlett LLP. He also serves on the board of directors of Axis Capital Holdings Ltd. and TRW Automotive Holdings Corp.
Doris Kearns Goodwin has been a director since 1997. Goodwin is a historian and author and has received numerous awards, including the Pulitzer Prize in history in 1995 for the book, “No Ordinary Timeâ€, and the Lincoln Prize for history in 2006. Her recent historical perspective, “Team of Rivals: the Political Genius of Abraham Lincoln†was on the New York Times best sellers list for 15 weeks. She served as a member of the Harvard University Board of Overseers for a six-year term ending in 2005. She was an assistant to President Lyndon Johnson before spending nearly 10 years as a professor of Government at Harvard University.
Jeffrey Katz has been a director since 2005. Since June 2005, Katz has served as president and chief executive officer of LeapFrog Enterprises, Inc. From 2000 to 2004, he served as chairman, president and chief executive officer of Orbitz Inc. Prior to joining Orbitz, Katz was president and chief executive officer of Swissair Group's Swissair from 1997 until 2000. Prior to April 1997, Mr. Katz spent 17 years at American Airlines in a variety of executive roles including president of the Global Distribution System Division of Sabre Inc.
James Postl is a Houston-based independent director. He served as president and chief executive officer of Pennzoil-Quaker State from 2000 to 2002 and was the company’s president and chief operating officer between 1998 and 2000. Prior to that, Postl served as president of Nabisco from 1996 to 1998. He earlier served as president and chief executive officer of Nabisco International and earlier spent 19 years at Pepsico in various management positions. He is also a director of Centex Corporation and Cooper Industries.
Rodney Slater is a partner at the law firm of Patton Boggs LLP, serving as the head of the Public Policy and Transportation Practice Group. From 1997 to 2001 he served as the Secretary of Transportation for the US Department of Transportation. From 1993 to 1996, he was Director of the Federal Highway Administration. He is also a director of Kansas City Southern.
Douglas Steenland has served as a director of NWA Corp. since 2001 and as president and chief executive officer of Northwest Airlines since October 2004. Steenland has served in a number of executive positions since joining Northwest in 1991, including president from April 2001 to October 2004, executive vice president and chief corporate officer from September 1999 to April 2001, executive vice president—alliances, general counsel and secretary from January 1999 to September 1999, executive vice president, general counsel and secretary from June 1998 to January 1999, and senior vice president, general counsel and secretary from 1994 to 1998. Prior to joining Northwest, Steenland was a senior partner at the Washington, D.C. law firm of Verner, Liipfert, Bernhard, McPherson and Hand.
William Zoller has been a director since April 2006. Captain Zoller has been a Northwest pilot for more than 25 years. He previously served as an executive vice president of the Air Line Pilots Association, International (ALPA) from 2000 to 2002, and served as chairman of the Northwest Airlines Master Executive Council of ALPA from 1996 to 2000.
