-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, ZEYTlFscbVxRA843n+VzqMmJc+ywH1699s3c8zUQNmegWg1MUdStm/pqzhE7MDeg ojqhTa5buP+fuAkZd4bDbQ== 0000706270-94-000002.txt : 19940302 0000706270-94-000002.hdr.sgml : 19940302 ACCESSION NUMBER: 0000706270-94-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19940224 ITEM INFORMATION: 5 ITEM INFORMATION: 7 FILED AS OF DATE: 19940301 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICA WEST AIRLINES INC CENTRAL INDEX KEY: 0000706270 STANDARD INDUSTRIAL CLASSIFICATION: 4512 IRS NUMBER: 860418245 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 34 SEC FILE NUMBER: 001-10140 FILM NUMBER: 94513814 BUSINESS ADDRESS: STREET 1: 100 WEST WASHINGTON STREET STREET 2: SUITE 2100 CITY: PHOENIX STATE: AZ ZIP: 85003 BUSINESS PHONE: 6026930800 MAIL ADDRESS: STREET 1: 400 EAST SKY HARBOR BOULEVARD CITY: PHOENIX STATE: AZ ZIP: 85034 8-K 1 CURRENT REPORT SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): February 24, 1994 _________________ AMERICA WEST AIRLINES, INC. _______________________________________________________________________ (Exact name of registrant as specified in its charter) Delaware 1-10140 86-0418245 _______________________________________________________________________ (State of Incorporation) (Commission File No.) (I.R.S. Employer Identification No.) 51 W. Third Street Tempe, Arizona 85281 _______________________________________________________________________ (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: (602) 693-0800 _______________ Item 5. Other Events. ____________ On February 24, 1994, America West issued the press release, attached hereto as an exhibit, reporting that its Board of Directors unanimously selected AmWest Partners, L.P. as the lead investor in the Company's bankruptcy reorganization. Item 7. Financial Statements and Exhibits. _________________________________ (c) Exhibits. ________ Exhibit No. Description __________ ___________ 99 Press Release of the Company dated February 24, 1994 SIGNATURES __________ Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AMERICA WEST AIRLINES, INC. Date: February 28, 1994 By /s/ Alphonse E. Frei ______________________________ Alphonse E. Frei Senior Vice President-Finance EX-99 2 PRESS RELEASE AMERICA WEST BOARD OF DIRECTORS SELECTS AMWEST PARTNERS AS LEAD INVESTOR ________________________________________ PHOENIX, AZ (FEB.24) (NASDAQ:AWAQC; PSE:AWA) -- The America West Airlines Board of Directors announced today that it had unanimously selected AmWest Partners, L.P. as the lead investor in the Company's bankruptcy reorganization. AmWest Partners is a limited partnership led by Air Partners, L.P. and includes as investors Continental Airlines, Inc., Mesa Airlines, Inc., and Fidelity Investments. "After carefully considering all the factors it was the Board's judgment that the AmWest Partners bid was superior to other alternatives," said Bill Franke, America West Airlines' Chairman of the Board. "AmWest's bid contemplates a strategic alliance which would result in an independent America West Airlines headquartered in Phoenix, and affiliated with a global partnership. Under this proposal, America West will emerge from bankruptcy with a strong balance sheet and healthy cash reserves," Franke said. Franke said the AmWest Partners bid would provide America West with $100 million of new long-term unsecured debt and $120 million of new equity in exchange for a minority ownership interest in an reorganized America West. In addition to the 37.5% interest in the reorganized company that AmWest would receive, other interests would receive the following: One secured creditor in exchange for certain concessions 7.5% Unsecured creditors 45.0% An additional 10% of the Company's common stock (the "Contingent Stock") would be available to the Company's existing common stockholders if (and to the extent that) the proposed America West plan of reorganization would result in the unsecured creditors receiving full recovery of their claims. To the extent that the Bankruptcy Court is unable to make this determination, the contingent stock would be placed in trust and, one year later, would be distributed to the unsecured creditors and/or equity holders depending on whether (and to the extent that) the market price at such time of the shares of reorganized America West's common stock distributed to the unsecured creditors had indicated that the unsecured creditors had received full recovery of their claims. In addition, both the Company's equity holders and AmWest Partners would receive warrants to purchase 5% of the reorganized Company's common stock. The exercise price of these warrants would be set at a level such that they would not be exercised until after the unsecured creditors would received full recovery of their claims. Finally, equity holders would be granted the right to invest $15 million in new money in the reorganized America West at approximately the same price as AmWest Partners. The alliance also would result in Continental and America West cooperating in a broad range of marketing and operational areas, including code sharing arrangements, combined frequent flier programs, and strengthened sales and marketing presence for each carrier. An Air Partners spokesman said the alliance should result in additional traffic at Sky Harbor Airport, strengthening its role as a regional hub and providing the opportunity for more jobs for the Phoenix, area. In a statement, Air Partners said: "We believe our proposal provides benefit for all concerned. Our estimates indicate that this strategic alliance will improve America West's operating income materially and we expect as investors and as affiliated carriers to enjoy these synergistic economic benefits." Franke said the companies' route structures were strategically complementary, strengthening America West's system in the west and southwest. Continental's system in the east, northeast, southeast, as well as in the southwest and Mesa Airline's existing role as an AWA Express operator. The Boards's decision will be presented to the U.S. Bankruptcy Court for its approval in the near term, Franke said. -30- -----END PRIVACY-ENHANCED MESSAGE-----