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Merger troubles, power struggle over the new company

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ASA_DFW

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Apr 12, 2004
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From the Atlanta Journal Constitution:







Delta Air Lines' merger talks with Northwest Airlines have hit a snag over the respective roles of the carriers' chief executives, according to a person who has knowledge of the negotiations but is not directly involved.


Executives have been holding intensive talks in New York to put together a merger agreement in which Delta CEO Richard Anderson is expected to be the top executive of the combined companies.

However, those talks have stalled over a disagreement regarding how Anderson and Northwest CEO Doug Steenland would share power at a merged company, according to the person.
Delta and Northwest have been in intensive negotiations for about two weeks, according to people familiar with the discussions, that are aimed at reaching a stock-swap deal that would create the nation's largest airline. These people have said Delta also initiated talks with United Airlines, but that recently there has been little evidence of active discussions.


In a teleconference this week with industry analysts, Anderson said Delta's consideration of a merger is "ongoing," but he declined to elaborate or comment on merger scenarios. A Delta spokesman declined to comment Friday when asked whether talks have slowed over the naming of top management.


It's unclear whether this obstacle will kill the deal. Shareholders at both carriers, many of whom are former creditors from each airline's bankruptcy restructuring, are eager for a deal and could wield some influence.


However, there have been increasing signs this week that Delta's efforts to forge a deal with Northwest have run into some challenges.
The Minneapolis Star-Tribune, citing an unnamed source, reported Thursday that the companies had not reached an agreement regarding who would be in the top management. Industry analysts told Bloomberg that other stumbling blocks could be issues such as where the company would be headquartered and which operations may be shut down.


Industry analysts and insiders have presumed that Anderson, who has said he wants Delta to be the acquiring company, wants to be chief executive.
In many deals, the CEO of one company continues to head the merged firms while the other CEO often is named non-executive chairman. The person familiar with talks said it's likely that Steenland wants to be chairman.


But that power-sharing structure could present problems in the case of Delta and Northwest for a number of reasons, including the personal histories of the two executives and the potential make-up of the merged airline's board of directors.


Anderson, who was Steenland's boss while he was Northwest's chief executive in the 1990s, may not be too eager to have Steenland step in as the chairman of the merged carriers' board.


Steenland would likely have significant power in such a position. Northwest's shareholders could control roughly the same number of board seats in a merged carrier as Delta's shareholders.


Delta is the nation's third-largest airline in terms of traffic; Northwest is No. 5. A merger would create the nation's largest airline, with about a third of the country's traffic.


But as merger speculation has swirled in recent weeks, the market capitalization of Northwest has risen to $4.2 billion, nearly matching the Delta's $4.4 billion stock market value.
 
NWA merger talks slow over leadership

Delta CEO Richard Anderson is expected to be CEO of a merged airline, but questions arose over choices for other executive jobs.
By LIZ FEDOR, Star Tribune
Last update: January 23, 2008 - 8:59 PM
Merger talks involving Delta Air Lines and Northwest Airlines have hit a stumbling block over which executives would lead the combined airline, according to people familiar with the talks.
Many analysts have presumed that current Delta CEO Richard Anderson would serve as chief executive of the merged airline. But who would join him as the carrier's key executives appears to be a major topic still under discussion.
"The issue is about who would be in the top management of the company," a source close to the talks said Wednesday.
Anderson spoke with Wall Street analysts during an earnings conference call Wednesday, but he declined to discuss a potential merger. He emphasized that the Delta board is reviewing consolidation options and that the process is "ongoing."
Anderson, who was Northwest's chief executive from 2001 to 2004, worked closely with current Northwest CEO Doug Steenland at Northwest. Steenland was Northwest's president when he was tapped to succeed Anderson.
After his 14-year tenure at Northwest, Anderson is very familiar with Northwest's management team. He also has retained most of Delta's top management team since he became Delta CEO on Sept. 1.
Minneapolis attorney George Singer, who does merger and acquisition work in his practice, said Wednesday that he is not surprised that Delta and Northwest are grappling with the issue of fielding the surviving leadership team.
However, Singer said: "The acquirer has a pretty good idea of what executives they need to continue on a go-forward basis and for what period of time."
In the public statements that Anderson has made about consolidation, it is clear that Delta wants to be the acquirer.
"As long as I am CEO, there are certain conditions that are not negotiable," Anderson told Delta employees in November. "It would be named Delta, the headquarters would remain in Atlanta and the seniority rights of our people would be protected."
But Northwest may approach a merger with Delta or another partner as a merger of equals. In a Jan. 11 memo to Northwest employees, Steenland said, "If we wait to react to what others do, we could be left with options that are undesirable or with no options at all."
Pilots union leaders at Northwest and Delta have indicated an openness to support consolidation as long as a merger meets the financial needs of their members and the merged carrier would have the ability to survive in the long-term.
Dave Stevens, Northwest pilots union chairman, said Wednesday: "Forces that want a merger to fail, or those who put their personal gain and aspirations first, could jeopardize beneficial mergers for the shareholders, customers and employees."
Northwest would not comment on the subject of leadership of a merged carrier.
But Northwest's Steenland is talking directly with Gov. Tim Pawlenty. The governor sent Steenland and Anderson a letter last Thursday in which he asked them to preserve a strong airline presence in Minnesota.
"The governor has had several recent meetings with Doug Steenland," Pawlenty spokesman Alex Carey said Wednesday. He declined to describe the substance of those talks.
Liz Fedor • 612-673-7709
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This comes as little surprise. The only airline CEO character flaw more disgusting than their greed is their ego.
 
This comes as little surprise. The only airline CEO character flaw more disgusting than their greed is their ego.

That's nothing. Want to talk about greed and ego? I can't wait to sit back and watch the show when General Lee and his (as Occam put it) "Double Breasted Horde" storm MSP and DTW to "take" the 747-400 positions that are "rightfully" theirs. They "deserve" a better deal than those trailer trash NWA pilots. Just ask them. They are Delta Pilots, after all! ;)
 
That's nothing. Want to talk about greed and ego? I can't wait to sit back and watch the show when General Lee and his (as Occam put it) "Double Breasted Horde" storm MSP and DTW to "take" the 747-400 positions that are "rightfully" theirs. They "deserve" a better deal than those trailer trash NWA pilots. Just ask them. They are Delta Pilots, after all! ;)

It's going to make the ongoing troubles at Cactus look like a minor poo skirmish at the chimp house. Messy? Yes. Smelly? Yes. But it washes off. DAL/NWA integration...now that'll be body parts!
 
That's nothing. Want to talk about greed and ego? I can't wait to sit back and watch the show when General Lee and his (as Occam put it) "Double Breasted Horde" storm MSP and DTW to "take" the 747-400 positions that are "rightfully" theirs. They "deserve" a better deal than those trailer trash NWA pilots. Just ask them. They are Delta Pilots, after all! ;)


.....it's going to create a new radio call....

"WINDCHILL CHECK".....
 
It's going to make the ongoing troubles at Cactus look like a minor poo skirmish at the chimp house. Messy? Yes. Smelly? Yes. But it washes off. DAL/NWA integration...now that'll be body parts!

:laugh::laugh::laugh:
 
That's nothing. Want to talk about greed and ego? I can't wait to sit back and watch the show when General Lee and his (as Occam put it) "Double Breasted Horde" storm MSP and DTW to "take" the 747-400 positions that are "rightfully" theirs. They "deserve" a better deal than those trailer trash NWA pilots. Just ask them. They are Delta Pilots, after all! ;)


Hmmm..."Trailer trash pilots". Where have I heard that term before? ;)

PHXFLYR:cool:
 

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