Judge OKs American Airlines’ bankruptcy plan

Posted Thursday, Sep. 12, 2013  comments  Print Reprints

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American Airlines’ plan to exit bankruptcy protection by merging with US Airways was approved by a judge who said the government’s antitrust lawsuit seeking to block the deal was no reason to delay it.

The Chapter 11 reorganization plan by Fort Worth-based AMR Corp., American’s parent, can’t take effect until the combination gets regulatory clearance, U.S. Bankruptcy Judge Sean Lane said Thursday in New York before approving the deal.

“There can be no dispute that the plan is feasible if the merger succeeds,” Lane said.

It’s not uncommon for plans to be accepted under a cloud of regulatory uncertainty, he said. Lane also said a proposed $20 million severance for AMR Chief Executive Officer Tom Horton shouldn’t be part of the plan, and the airline agreed to remove it.

Lane’s decision is a win for American, which had urged the judge to confirm the plan even though its antitrust trial is still a couple of months away. The airline argued that failure to approve the proposal would be “destabilizing” for the company and create uncertainty.

The Justice Department sued American and US Airways in August, seeking a court order to block the merger. The government argues that the combination, which would create the world’s largest airline, would harm consumers by resulting in higher fares and reduced service.

The government has argued that American can emerge from bankruptcy and compete on its own without the merger. U.S. District Judge Colleen Kollar-Kotelly in Washington has scheduled the antitrust trial to start Nov. 25.

American Airlines and US Airways defended their proposed merger in court filings this week, saying it would be good for passengers, provide more choices and generate more than $500 million a year in benefits.

Lane said Thursday that the plan would be put at “unnecessary risk if confirmation is delayed.”

Stephen Karotkin, a lawyer for American, told Lane on Thursday that Horton’s $20 million severance will be removed from the plan after the judge said he was inclined to reject it.

Horton will ask American’s board at a meeting Wednesday to drop the payment, the carrier said in a statement after the hearing. US Airways CEO Doug Parker would become chief executive at the combined airline, while Horton would serve as chairman until the first annual meeting of the merged carrier.

Horton “feels that any delay or uncertainty places a further burden on those who have worked so hard to achieve one of the most successful restructurings in aviation history,” American said in a statement. Removing the severance “will allow the plan and merger agreement to move forward.”

The U.S. trustee, which monitors bankruptcy proceedings, had objected to the payment, saying the airline hadn’t shown that it complies with bankruptcy law.

The merger with Tempe, Ariz.-based US Airways forms the basis of American’s proposal to emerge from bankruptcy protection after almost two years and pay creditors.

The agreement would give 28 percent of the stock of the combined company to US Airways shareholders, and the other 72 percent would go to AMR creditors, unions, certain employees and shareholders.

If the government blocks the merger, American will have to develop a new plan to exit court protection.

“The judge’s ruling today shows that American is heading in the right direction,” American spokesman Michael Trevino said. “We are focused on the antitrust case and will show that our planned merger with US Airways is good for consumers and competition.”

In a related development, a New York appeals court upheld a ruling that AMR wasn’t required to pay a make-whole amount to note holders when it called bonds early to arrange $1.5 billion in aircraft refinancing.

AMR had sought court approval for the financing to take advantage of lower interest rates, saying it may save more than $200 million in interest. The airline said it would use proceeds to repay about $1.3 billion in debt backed by aircraft under three series of notes.

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