Who Acquiring Who?

ClueByFour

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Aug 20, 2002
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There has been some debate on this, and for informational purposes, I offer you the following from http://www.donlinrecano.net/dr201/mwc/04-1...02399-0002.pdf:

Although the merger is structured such that America West will become a wholly owned subsidiary of US Airways Group at closing, America West will be treated as the acquiring company for accounting purposes under SFAS No. 141,“Business combinations,â€￾ due to the following factors: (1) America West’s stockholders are expected to own approximately 37% of New US Airways Group common stock outstanding immediately following the merger as compared to certain former US Airways Group creditors who will hold approximately 12% (these percentages
reflect certain assumptions concerning the likely exchange of certain convertible debt and the impact of certain securities that are dilutive at the per share purchase price paid by the equity investors); (2) America West will receive a larger number of designees to the Reorganized Debtors’ board of directors; and (3) America West’s current Chairman and Chief Executive Officer will serve as Chairman and Chief Executive Officer of the Reorganized Debtors following the merger.
 
Why should we care how the new company is put together? Though, I think it interesting that the document says that America West is being treated as "the acquiring company." Mergers don't involve one company [/I]acquiring the other.
 
jimntx said:
Why should we care how the new company is put together? Though, I think it interesting that the document says that America West is being treated as "the acquiring company." Mergers don't involve one company [/I]acquiring the other.
[post="282804"][/post]​



Hey Jim

All this is interesting. As an employee I have stepped back and observed some interesting things. I have a new respect for Bruce Lakefield as he has been brilliant in getting necessary financing for the new US Airways. And yes, for technical purposes AWA IS the aquiring airline, however without the financing both companies would be in trouble. We at US would just be in more critical condition.

As this merger has been in the planning for a year, it is clear to say that Lakefield was brought on board for $$ purposes whereas Doug Parker and his leadership/ labor relations and customer service skills oriented team are just what the doctor ordered. BUT, someone with financial saviness needeed to be on the scene.

I for one believe that it matters not who is technically the owner, but that we use whatever tools necessary to make this merger an easy transition. I for one am happy to see CCY close for good. My advice to Parker. Whatever advice anyone gives you at CCY, DO THE OPPOSITE!!!

Mr Parker has an uphill battle to undo the damage to labor done by past CEO's. Morale is not too hot. I think most people here are numb and thirst for true leadership.
 
Hey, First (may I call you First?),

I agree that the new combination has a good chance of succeeding if Parker and company are really in charge, but don't assume that because CCY closes that the inhabitants won't be around in the new company. Over the years, it has been my observation that in mergers/acquisitions/fire sales, the first negotiations settled are where the executives are all going to end up and who gets the corner offices in the new organization. Then they figure out how many employees (worker bees) need to be layed off to pay for moving the executives to their new homes and offices.

When you see that one of the CCY denizens has resigned to "pursue other opportunities", you can bet that he/she wasn't given a place in the new company or didn't like the place they were offered.
 

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