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UAL/CAL Merger Buzz Article......(Again)

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Shrek

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http://news.medill.northwestern.edu/chicago/news.aspx?id=158923

Merger buzz swirls around UAL
by Daniel Platt
March 02, 2010

UAL_MKT1

Daniel Platt/MEDILL

Delta Airlines holds a market capitalization twice that of United and Continental combined.

UAL Corp., parent of Chicago-based United Airlines, would be well advised to ramp up merger talks with Houston-based Continental Airlines.

At least, that’s what some experts are saying.

They believe that United, struggling in an era of depressed industry revenues, could invigorate its market value and its competitiveness in a crowded market by joining with another domestic carrier.

They say the increased efficiency generated by combining routes, hubs and fleets, would generate a positive impact on a combined company’s market value.

“It makes business sense,” said Vaughn Cordle, chief analyst at AirlineForecasts LLC, an equity research firm. “By merging, both companies can consolidate and eliminate overlapping functions to generate cost synergies. The opportunity cost is too high not to consider.”

As time goes on, consolidation is looking even more attractive. The recent merger between Delta Airlines Inc. and Northwest Airlines—creating the largest airline group by traffic—threatens both United’s and Continental’s market share, specifically on the East Coast.

“The union of Continental’s Newark hub and United’s presence at Washington-Dulles would be a powerful combination,” said Jay Sorensen, airline consultant and president of Wisconsin-based IdeaWorks. “Currently, Delta is attempting to dominate New York at John F. Kennedy and LaGuardia Airports.”

Like many other airlines, United is losing money, though less than before. It’s coming off a 2009 fourth quarter loss of $240 million, an improvement from a $1.3 billion loss in the same quarter last year. For the full year, United recorded a loss of $651 million compared with a $5.4 billion loss in 2008.

Before February, UAL’s stock was trading between $12 and $14. It’s a far cry from last summer when shares were trading near $3, but even farther off from the summer of 2008 when the price was hovering around $40.

The possible solution: “UAL has been supportive of consolidation for a long time,” Chief Financial Officer Kathryn Mikells said last week at the Reuters Travel and Leisure Summit. “It is something we will continue to look at.”

United’s stock has responded to the rising talk of consolidation. Since Mikells made the statement on Feb. 23, United’s shares have climbed nearly 15 percent to $17.87 from $15.58. Continental’s stock has risen 3 percent since last Tuesday.

According to a Bloomberg LP survey of 10 analysts, the consensus 12-month target price is $23 with eight buy ratings. However, individual estimates vary widely, perhaps because of consolidation uncertainty. In early February, Helane Becker of Jesup & Lemont Securities Corp., who maintains an 18-month target price of $15.66, downgraded the stock to hold. Daniel McKenzie of Hudson Securities Inc. recently raised his 12-month target price to $26 from $20 and rates the shares as a buy.

In his February note, McKenzie said that his report did not include a valuation premium to account for a potential merger with Continental, but added it's “a merger we believe is inevitable."

The Bloomberg survey of analysts is projecting 2010 earnings per diluted share of $1.04, up from a loss of $4.32 per diluted share in 2009.

“The objective of being in business is to maximize firm value,” Cordle said. “Big airlines are coming up short in covering their average capital costs.”

He points to the Delta-Northwest merger's creation of a combined market capitalization of nearly $10 billion, close to double the current market capitalizations of United and Continental put together, a statistic United CEO Glenn Tilton quoted last week in an interview with the Financial Times.

“The investor seems to have spoken,” he said. “The market seems to have suggested that scope and scale in global business are important.”

According to Cordle’s valuations, a combination of Continental and United could generate enough in synergies to create additional $5 billion in value, moving the combined company into alignment with the new Delta.

“That is the only reason they should merge,” Cordle said. “I would argue that the opportunity cost of not merging is $5 billion.”

He contends that consolidation is attractive because airline profits are inadequate to fix company balance sheets, satisfy labor, reinvest in aircraft and still provide a normal return for shareholders.

United has been stockpiling cash since the end of 2008, going from a negative free cash flow of $1.7 billion to a positive free cash flow of nearly $650 million in 2009. United sits with the most free cash flow among its industry peers.

Sorensen says airline management teams have to consider all possibilities for consolidation in order to avoid elimination.

“It’s a cut-throat business with assets that are very movable,” he said. “If they don’t keep open minds, they can end up like Pan-Am or Eastern Airlines that no longer exist.”

As competition from low-cost carriers like Air Tran and Southwest continues to eat away market share, Sorensen says being a large company is one of United’s most important attributes.

“They can’t beat them in operating cost, but they can try to beat them in size and mass.”

However, not all industry experts agree on the wisdom of consolidation.

“Ninety percent of all airline mergers in the last 30 years have been dismal and utter failures,” said Hubert Horan, an independent airline consultant in Phoenix.

An example he points to is American Airlines’ acquisition of Trans World Airlines in 2001 for more than $600 million in cash and $3 billion in assumed debt. The deal, combined with the shock to the airline industry of Sept. 11, nearly brought the carrier to bankruptcy.

Horan said that while the idea of a United-Continental marriage has been talked about for five years, it remains a long shot because contracts, labor negotiations and management power struggles can get in the way.

“If United and Continental agreed to merge, unions would threaten to disrupt operations if they weren’t taken care of and lessors of planes would still want to get paid for overlapping planes taken out of service,” he said. “In the real world, you have to deal with these things.”

He says that the idea of consolidation keeps getting floated by United management because while United is not near the verge of liquidation as it was several years ago when it filed for bankruptcy protection, it is still stumbling along and not successful at providing a return on investment.

“It’s a lot easier to make money from an M&A deal than to be profitable,” he said.

Where other experts see a potential merger as a way to create billions of value, Horan said not only will the result be minimal cost savings, but the customer will not benefit from the combined airline.

“It’s decimal place stuff, saving money on paper clips and having one frequent flier program instead of two,” he said. “For the consumer, a flight from Chicago to Los Angeles will be no more competitive under a bigger company than it is today.”

Sorensen of IdeaWorks points to more personal issues that keep mergers from being completed.

“In a new airline, they have to agree on things like which management team will stay and where the headquarters will be,” he said.

According to SCordleAB of AirlineForecasts, the longer that large legacy carriers like United wait to consolidate, the worse their position in the market will be moving forward. The large domestic carriers have lost more than $60 billion over the last decade and have continued to lose market share to low-cost carriers. With less market share comes less pricing power.

“Only way to maintain profitability is to control supply of seats where you get high enough price to break even on average capital costs,” he said. “If they continue in the status quo, it will destroy their economic value.”
 
How do CAL and UAL stack up? Following are some relevant numbers. Particularly alarming are the facts that: UAL burned through $1.239 billion in cash just to continue operating in 2008, UAL has net tangible assets of negative $5.117 billion, and UAL's average fleet age is 14.5 years:

  • Market Cap 05 Jan 2010: CAL 2.85 B / UAL 2.32 B
  • Total Liabilities: CAL 12.150 B / UAL 20.992 B
  • Net Tangible Assets: CAL (- 348 M) / UAL (- 5.117 B)
  • 2008 Operating Loss: CAL (- 314 M) / UAL (- 4.438 B)
  • 2008 Net Cash Provided by (Used in) Operating Activity: CAL (324 M) / UAL (1.239 B)
  • 2008 TRESM (Total Revenue per Equivalent Seat Mile) : CAL 17.52 / UAL 16.68
  • Average Fleet Age: CAL 10.6 / UAL 14.5
 
Doesn't matter - if Chase wants it.....it is a done deal.

Well, this was discussed today at our Union meeting~
Even if everyone wants it (except the CAL Pilots), there is a precedent in the past two mergers to look at-

If the pilot groups (especially CAL Pilots) aren't taken care of, this merger will not work and will follow in the footsteps of USAir and America West. A clusterFvck that has not shown the synergies and money making opportunities that it could have.

On the other hand.. If the pilot groups are included (and taken care of) as the pilots at Delta/NorthWest were, then the possibilities of a successful merger increase tenfold.

The elephant in the room are the labor unions, especially the Pilot Unions at both carriers and the fact that both are in contract negotiations.

I still think we are ways away from any merger.
Have the UAL Pilots given their management a contract proposal yet?
 
Well, this was discussed today at our Union meeting~
Even if everyone wants it (except the CAL Pilots), there is a precedent in the past two mergers to look at-

If the pilot groups (especially CAL Pilots) aren't taken care of, this merger will not work and will follow in the footsteps of USAir and America West. A clusterFvck that has not shown the synergies and money making opportunities that it could have.

On the other hand.. If the pilot groups are included (and taken care of) as the pilots at Delta/NorthWest were, then the possibilities of a successful merger increase tenfold.

The elephant in the room are the labor unions, especially the Pilot Unions at both carriers and the fact that both are in contract negotiations.

I still think we are ways away from any merger.
Have the UAL Pilots given their management a contract proposal yet?

I absolutely agree that if done properly it would enhance all of our career outlooks and if not it would be so cost prohibitive that it might kill the merged company as well. If it is done - we need to be fair to BOTH properties and get a combined contract with MASSIVE improvements to both scope and pay.

We have always seen things eye-to-eye in regards to union poilitics and that won't change anytime soon :) Who knows, I may slang gear for you again someday. The route network would be one of the best in the world and I think that will be needed to offset many battles in the future (MPL and cabotage being some of them)

We are sending proposals across and I amsure some are coming back but not what we would like...........ala Hulas-like company proposals.

In the meantime I am in Vietnam working on a contract and socking money away to be prepared to walk with you on the line once again......
 
If/When a merger announcement is made....the pilots won't be making it..and, an upgraded contract is a minor thing in order to make the merger happen in managements eyes. The pilot group really has an upper hand in making this go through.
 
A merger of the pilot groups would be cluster. If the UAL mec is as solid on protecting the 2x's furloughed pilots as they say, it will be ugly. But given the track record of the greed of UAL senior pilots, dangle a nice pay raise to screw the jr pilots and they will fold like a house of cards. I just want to see what happens. On a side note there has been a lot of discussion about protecting the furloughed, so something may be brewing on the horizon. If there was a merger how would prater fit in? would he have to step back and let the screwing process take its course? Remember in a good merger everyone gets screwed, no one is happy except the executives. This has been Tiltons dream and he will not leave until it happens. His contract states he would get 30 mil+ if it happens.
 
Prater also holds the enviable position of being the ALPA president who let UAL leave the fold. What do you think the UAL mec would do if UAL did not get what they wanted in a UAL/CAL merger? Prater is not about to let $20+M in dues walk out the door to an independent union. I hate to say it but the UAL pilots will make out better than the CAL pilots in a merger.
 
Prater also holds the enviable position of being the ALPA president who let UAL leave the fold. What do you think the UAL mec would do if UAL did not get what they wanted in a UAL/CAL merger? Prater is not about to let $20+M in dues walk out the door to an independent union. I hate to say it but the UAL pilots will make out better than the CAL pilots in a merger.

I hate to say it but just watch $20+M in dues walk out the door to an independent union if there is even a chance at CAL pilots getting screwed. What do you think the CAL MEC would do? It ain't the same airline as 1983 anymore. Nobody will make the same mistake as USAirways anymore. The dominated pilot group will decertify ALPA prior to binding arbitration.
 

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