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USA et al v. AMR and US Airways

http://newamericanarriving.com/

 

Agreement with DOT Regarding Merger - November 12, 2013

OST-2013-0081 - Exemption - Consummation of Acquisition
OST-2013-0082 - Transfer of International Route Authorities

http://www.justice.gov/atr/cases/usairways.html

http://amrcaseinfo.com/maincase.php - Bankruptcy Case

 


USA et al v. US Airways and AMR

Case 1:13-CV-01236

August 13, 2013

USA, Arizona, District of Columbia, Florida, Pennsylvania, Tennessee, Texas and Virginia v US Airways and AMR Corporation - Filed with the US District Court for the District of Columbia - Bookmarked

Millions of passengers depend on the airline industry to travel quickly, efficiently, and safely between various cities in the United States and throughout the world. Since 1978, the nation has relied on competition among airlines to promote affordability, innovation, and service and quality improvements. In recent years, however, the major airlines have, in tandem, raised fares, imposed new and higher fees, and reduced service. Competition has diminished and consumers have paid a heavy price. This merger—by creating the world’s largest airline—would, in the words of US Airways’ management, “finish[ ] industry evolution.” It would reduce the number of major domestic airlines from five to four, and the number of “legacy” airlines—today, Delta, United, American, and US Airways—from four to three. In so doing, it threatens substantial harm to consumers. Because of the size of the airline industry, if this merger were approved, even a small increase in the price of airline tickets, checked bags, or flight change fees would cause hundreds of millions of dollars of harm to American consumers annually.

By: USDOJ, AZ, DC, FL, PA, TN, TX, VA

Justice Department Files Antitrust Lawsuit Challenging Proposed Merger Between US Airways and American Airlines - DOJ Press Release

Remarks as Prepared for Delivery by Assistant Attorney General Bill Baer at the Conference Call Regarding the Justice Department Lawsuit

Airline Industry Consolidation - Senate Hearing - June 19, 2013
Airline Mergers: Issues Raised by the Proposed Merger of American Airlines and US Airways - GAO Testimony

 


 

August 29, 2013

Brief Amici Curiae of Allied Pilots Association, Association of Professional Flight Attendants, The Association of Flight Attendants-CWA and Transport Workers Union of America in Support of Defendant's Motion to Set Trial Date

Exhibit 1: Updated Declaration of Andrew Yearley in Opposition to Debtors' Motion to Reject APA's Collective Bargaining Agreement

At the heart of this dispute is the question of whether American can operate with a network that will compete effectively or whether it will be forced to adopt a stand-alone strategy as a second-tier carrier left to pick over the scraps left behind by its much larger competitors. As explained briefly below, American’s recent experience demonstrates that a stand-alone strategy is unlikely to succeed. But whether or not it can succeed, it is certain that American is an even less effective competitor so long as it must operate without a long-term strategy. And American cannot adopt a long-term strategy until it knows whether or not it is going to be permitted to acquire a network to compete with United and Delta. The damage to competition in the airline industry as a result of a less competitive American must be minimized by a decision on the merits on as prompt a schedule as possible.

Counsel: Steptoe & Johnson, James & Hoffman, Guerriero, Clayman

 

August 29, 2013

Memorandum of Law of Amicus Curiae - Official Committee of Unsecured Creditors in Support of Defendants' Motion to Set Trial Date

The point for this Motion is that the government has no basis to assert, or even suggest, that AMR is a stable, long-term competitor that would be unaffected by the lengthy delay and uncertainty that the government’s schedule so myopically envisions. To the contrary, the government’s schedule only will exacerbate the harm that uncertainty itself creates in relation to the unique and complex balance of interests that culminated in the all but uniform support for this highly pro-competitive merger.

Counsel: Skadden Arps, Gregory Craig, 202-371-7000


 

August 30, 2013

Order

The Court held an initial scheduling conference in this matter on August 30, 2013. This Order briefly sets forth some of the issues discussed on the record and in Chambers with counsel for both parties. Trial in this matter shall commence on November 25, 2013. The parties shall promptly file a proposed case management order, and email a native copy of the order to Chambers. By no later than September 4, 2013, the parties shall file a joint proposed order concerning referral of discovery disputes to a special master. The parties shall also confer and contact the Court regarding the appointment of a third-party mediator for use at the parties’ discretion. The Court shall hold a status conference on October 1, 2013, at 10:30 AM to discuss trial procedures and pre- and post-trial briefing. If there are any issues the parties would like for the Court to address during the status hearing, the parties shall file a joint status report by no later than September 30, 2013 at 12:00 PM briefing outlining the issue(s).

By: Colleen Kollar-Kotelly


 

August 30, 2013

Stipulated Protective Order Concerning Confidentiality

In the interests of (i) promoting an efficient and prompt resolution of this Action; (ii) facilitating discovery by the Parties litigating this Action; and (iii) protecting the Parties' and non-parties' Confidential Information from improper disclosure or use, Plaintiffs, the United States and the Plaintiff States, and Defendants, US AilWays Group, Inc. and AMR Corporation, have stipulated to the provisions set forth below.

By: Colleen Kollar-Kotelly


 

September 5, 2013

Amended Complaint - Bookmarked

Millions of passengers depend on the airline industry to travel quickly, efficiently, and safely between various cities in the United States and throughout the world. Since 1978, the nation has relied on competition among airlines to promote affordability, innovation, and service and quality improvements. In recent years, however, the major airlines have, in tandem, raised fares, imposed new and higher fees, and reduced service. Competition has diminished and consumers have paid a heavy price. This merger—by creating the world’s largest airline—would, in the words of US Airways’ management, “finish[ ] industry evolution.” It would reduce the number of major domestic airlines from five to four, and the number of “legacy” airlines—today, Delta, United, American, and US Airways—from four to three. In so doing, it threatens substantial harm to consumers. Because of the size of the airline industry, if this merger were approved, even a small increase in the price of airline tickets, checked bags, or flight change fees would cause hundreds of millions of dollars of harm to American consumers annually.

Counsel: DOJ and AZ, DC, FL, MI, PA, TN , TX and VA


 

September 5, 2013

Notice of Amended Complaint

Please take notice that pursuant to the Scheduling and Case Management Order entered by the Court on September 4, 2013, Plaintiffs filed an Amended Complaint. The Amended Complaint adds the State of Michigan as a plaintiff. The Amended Complaint also corrects certain calculation errors in Appendix A, which changed some of the HHIs in Appendix A. As a result, 29 city pairs have been removed from Appendix A. Based on the corrected data, 3 city pairs have also been added to Appendix A. Further, nine city pairs that include a city not served in 2013 by one of the defendants have been removed.

Counsel: DOJ, Ryan Danks, 202-307-2784, ryan.danks@usdoj.gov


 

September 4, 2013

Scheduling and Case Management Order


Amended Complaint to be filed - September 6
Responses to Complaint due - September 10
Exchange Preliminary Witness Lists - September 30
Status Hearing (Parties’ joint submission due - September 30, noon) - October 1
Close of Fact Discovery - October 25
Plaintiffs’ Expert Disclosures - October 25
Final Deadline for Requests for Admissions to be served - October 30
Defendants’ Expert Disclosures- November 8
Supplemental and/or Rebuttal Expert Reports - November 15
Close of Expert Discovery - November 20
First day of trial - November 25

By: Colleen Kollar-Kotelly


 

September 4, 2013

Order Appointing Special Master

Affidavit of Richard A Levie

The Hon. Richard A. Levie (Ret.) shall be appointed pursuant to Rule 53 of the Federal Rules of Civil Procedure as Special Master in this action for the purpose of considering matters referred to him as described in Paragraph 2 below. The Special Master shall have the rights, powers, and duties provided in Rule 53 and may adopt such procedures as are not inconsistent with that Rule or with this or other Orders of the Court.

By: Colleen Kollar-Kotelly


 

September 10, 2013

Defendent AMR Corporation's Answer (And Affirmative Defenses) to Plaintiffs' Amended Complaint

The Complaint presents no coherent rationale supporting its challenge to the merger.
Rather, it cobbles together a collection of ad hoc contentions based on anecdotes involving small
numbers of passengers and historical e-mails and other documents irrelevant to this transaction,
while ignoring the central facts and economic realities of today’s airline industry.

For instance, the Complaint focuses heavily on the existence of “more than 1,000” overlapping routes between the two airlines with high HHI numbers. But the number of nonstop and connecting overlaps in this merger is comparable to those transactions that the DOJ only recently agreed would increase competition. Of the 623 domestic nonstop routes currently flown by American and US Airways, the two airlines directly compete on only 17, and DOJ’s list includes only 14. Moreover, most of those overlaps are also served nonstop by other airlines, including Southwest and the LCCs, such as Spirit, and JetBlue, all very vigorous and active with their individual business approaches, but in the logic of this Complaint virtually irrelevant. The remaining routes in DOJ’s list are 994 one-stop connecting overlaps, a fraction of the more than 13,000 that American and US Airways serve. And the merger would have very little effect on the bulk of even that minority of routes.

Counsel: Jones Day, John Majoras, 202-879-3939 and Paul Hastings, Mary Jean Moltenbrey, 202-551-1725

 

September 10, 2013

Defendent US Airways' Answer to Amended Complaint

It is ironic that plaintiffs fixate on maintaining the number of “legacy” carriers—those airlines that, prior to 1978, endured the well-documented failure of federal regulation of routes and fares—because those carriers are by most relevant measures the least financially successful companies in the industry. The oversight of the federal government left legacy carriers saddled with route and cost structures ill-suited to meeting the evolving consumer demand of the day, much less the radically different consumer demand of the 21st century economy. The 35 years since deregulation have painted a vivid picture, completely absent from the Complaint, of the excruciatingly painful process of reshaping these airlines to better respond to consumer demand. The post-deregulation history of legacy carriers is one of staggering financial loss, dozens of bankruptcies, hundreds of thousands of lost jobs, dramatic reductions in employee pay and benefits, and painful restructuring.

Counsel: O'Melveny & Myers, Richard Parker, 202-383-5300; Dechert, Paul Denis, 202-261-3300; and Cadawalader Wickersham, Rick Rule, 202-862-2200


 

September 20, 2013

Notice of Submission to Special Master of Defendents' Motion to Compel Production of Factual Materials and Information Regarding DOJ's Approvals of Four Prior Airline Mergers - Bookmarked

Defendants US Airways Group, Inc. and AMR Corporation hereby give notice that the following documents will be submitted to Special Master Richard A. Levie for his consideration:

  • Defendants’ Motion to Compel Production of Factual Materials and Information
    Regarding DOJ’s Approvals of Four Prior Airline Mergers (the “Motion to
    Compel”) (attached hereto as Exhibit One);
  • Declaration of Steven G. Bradbury in support of the Motion to Compel and
    supporting exhibits (attached hereto as Exhibit Two); and
  • [Proposed] Order on the Motion to Compel (attached hereto as Exhibit Three).

Counsel: O'Melveny & Myers, Richard Parker, 202-383-5300; Dechert, Paul Denis, 202-261-3300; and Cadawalader Wickersham, Rick Rule, 202-862-2200 / Jones Day, John Majoras, 202-879-3939 and Paul Hastings, Mary Jean Moltenbrey, 202-551-1725 for AMR


 

September 24, 2013

Notice of Submission to Special Master of Defendants' Motion to Compel Production of Relevant Facts Obtained from Third-Party Interviews

Defendants US Airways Group, Inc. and AMR Corporation hereby give notice that the following documents were submitted to Special Master Richard A. Levie for his consideration:

  • Defendants’ Motion to Compel Production of Relevant Facts Obtained from Third-Party Interviews (the “Motion to Compel”) (attached hereto as Exhibit One);
  • Declaration of Steven G. Bradbury in support of the Motion to Compel and supporting exhibit (attached hereto as Exhibit Two); and
  • [Proposed] Order on the Motion to Compel (attached hereto as Exhibit Three).

Counsel: O'Melveny & Myers, Richard Parker, 202-383-5300; Dechert, Paul Denis, 202-261-3300; and Cadawalader Wickersham, Rick Rule, 202-862-2200 / Jones Day, John Majoras, 202-879-3939 and Paul Hastings, Mary Jean Moltenbrey, 202-551-1725 for AMR


 

September 26, 2013

Notice of Submission to Special Master of Plaintiffs Response to Defendents' Motion to Compel Production of Factual Materials and Information Regarding DOJ's Approvals of Four Prior Airline Mergers

Defendants’ proposed merger follows four other airline mergers in the last eight years that have significantly reduced the number of major national airlines. Plaintiffs did not sue to enjoin those mergers, but that is not a defense to this lawsuit. Increased concentration through consolidation invariably leads to heightened concerns about subsequent mergers and every merger must be evaluated on its own terms in light of current industry conditions. How Plaintiffs analyzed other mergers years ago when industry conditions were different has no bearing on legality of this merger.

Counsel: DOJ, Ryan Dunks, 202-305-0128

 

September 26, 2013

Notice of Submission to Special Master of Plaintiffs Response to Defendants' Motion to Compel Production of Interview-Related Work Product

Defendants argue that they are entitled to the identities of the third-parties interviewed by Plaintiffs and the facts that Plaintiffs’ attorneys chose to ask about and memorialize from those interviews. This argument is foreclosed by Supreme Court and Circuit precedent and has been directly rejected in recent antitrust enforcement actions, which Defendants fail to address.

Counsel: DOJ, Ryan Dunks, 202-305-0128


 

September 29, 2013

Notice of Submission to Special Master of Defendants' Reply in Support of Motion to Compel Production of Factual Materials and Information Regarding DOJ's Approvals of Four Prior Airline Mergers - Bookmarked

Plaintiffs are shielding themselves from providing discovery about prior airline mergers that Plaintiffs themselves put at issue in their Complaint and about which Plaintiffs themselves have sought discovery. The cases on which Plaintiffs rely to justify their refusal to produce evidence relevant to this issue are distinguishable. Having made an issue of the prior airline mergers, Plaintiffs cannot conceal facts in their possession concerning those mergers.

Counsel: O'Melveny & Myers, Richard Parker, 202-383-5300; Dechert, Paul Denis, 202-261-3300; and Cadawalader Wickersham, Rick Rule, 202-862-2200 / Jones Day, John Majoras, 202-879-3939 and Paul Hastings, Mary Jean Moltenbrey, 202-551-1725 for AMR


 

September 30, 2013

Joint Report in Advance of Status Conference

Plaintiffs and Defendants have complied with, and exchanged documents pursuant to, their initial disclosure obligations. Fact discovery is proceeding expeditiously and is on track to end by October 25, 2013. Collectively, Defendants have produced approximately 400,000 documents to Plaintiffs. This is in addition to the more than 925,000 documents Defendants produced during Plaintiffs’ pre-litigation merger investigation. Plaintiffs have produced approximately 560,000 documents to Defendants, many of which are documents Defendants originally produced to Plaintiffs in prior investigations.

A detailed summary of discovery events is attached as Exhibit One. In sum, Plaintiffs have taken or noticed 18 party depositions and have noticed two non-party depositions. Because the dates for most non-parties to respond to document subpoenas has not yet arrived, Defendants have not yet noticed non-party depositions but plan to do so immediately after receiving and reviewing the relevant document productions. The Parties are exchanging preliminary non-binding trial witness lists on Monday, September 30.

Counsel: DOJ and AZ, DC, FL, MI, PA, TN , TX and VA / O'Melveny & Myers, Richard Parker, 202-383-5300; Dechert, Paul Denis, 202-261-3300; and Cadawalader Wickersham, Rick Rule, 202-862-2200 / Jones Day, John Majoras, 202-879-3939 and Paul Hastings, Mary Jean Moltenbrey, 202-551-1725 for AMR


 

October 1, 2013

Motion of DOJ for a Stay of Litigation in Light of Lapse of Appropriations

At the end of the day on September 30, 2013, the appropriations act that had been funding the Department of Justice expired and appropriations to the Department lapsed. The Department does not know when funding will be restored by Congress. Absent an appropriation, Department of Justice attorneys and employees are generally prohibited from working, even on a voluntary basis, except in very limited circumstances, including “emergencies involving the safety of human life or the protection of property.”

Counsel: DOJ, Mark Ryan, 202-305-0128


 

October 1, 2013

Order Denying Stay of Proceeding

The Court concludes that a stay would be inappropriate here for a number of reasons. This case involves a pending merger agreement between two major airlines, with a deadline for completion of January 18, 2014. The closing of this merger has been delayed by the affirmative actions of Plaintiffs in filing this case and seeking injunctive relief to block the merger. In light of these considerations, and the amount of money at stake in this merger, this case is clearly significant for both sides. Furthermore, the resolution of Defendant American Airline’s pending bankruptcy proceedings hinges on the proceedings in this case. In addition, various amici – particularly employees of the Defendants – have a vested interest in the adjudication of this case without delay. Indeed, because of the need for the prompt resolution of this matter, the Court has set an expedited discovery and trial schedule. A stay at this point would undermine this schedule and delay the necessary speedy disposition of this matter. It is essential that the Department of Justice attorneys continue to litigate this case.

By: Colleen Kollar-Kotelly


 

October 1, 2013

Re: Notice of Settlement of the Claims of the State of Texas

The State of Texas wishes to notify the Court that it has entered into a settlement agreement with US Airways Group, Inc. and AMR Corporation. The agreement resolves the claims of the State of Texas, but it does not purport to address the claims of the other plaintiff states or the Department of Justice.

The State of Texas is in the process of meeting and conferring with all parties to the litigation to notify them of the settlement. Once we can assure the court that no party opposes our position, the State of Texas will file its Motion to Voluntarily Dismiss its Claims with Prejudice.

Counsel: Texas, Mark Levy, 512-936-1847


 

October 2, 2013

Motion of Transport Workers Union to Intervene as of Right - Bookmarked

For purposes of intervention, TWU has significant interests, not only the long term benefits the merger will have for TWU-represented employees and their families, but also a pecuniary interest in the pay and benefits to its members that will result from the merger. In exchange for the concessions TWU made in the 1113 negotiations in the current bankruptcy, as well as for settlement of two national grievances, and for certain prospective concessions in the CBAs, TWU will receive and distribute to the American Airlines employees it represents, 4.8% of the shares of common stock that will be issued to unsecured creditors on American Airlines' emergence from bankruptcy. If the merger is not completed, the TWU would still be entitled to 4.8% of the shares issued to the unsecured creditors under a stand-alone American Airlines, but the value of those shares is likely to be significantly lower than would be the value of the shares in a post-merger American Airlines.

Counsel: Lowenstein Sandler, Jeffrey Blumenfield, 212-204-8699


 

October 2, 2013

Plaintiff State of Texas' Motion to Voluntarily Dismiss its Claims With Prejudice

Pursuant to Federal Rule of Civil Procedure 41(a)(2), Plaintiff State of Texas moves the Court to dismiss its claims with prejudice. The State of Texas has reached an out-of-court settlement greement with Defendants. A Certificate of Conference follows this Motion.

Counsel: Texas, Mark Levy, 512-936-1847


 

October 7, 2013

Amended Motion of Transport Workers Union to Intervene as of Right, or, Alternatively, To Appear as Amicus Curiae

TWU’s October 2, 2013 Motion to Intervene was filed without a pleading in reliance on Massachusetts v. Microsoft, which questions whether the failure to file a pleading with a motion to intervene constitutes a defect and holds that even if it is a defect, that is “no reason to bar intervention” because “procedural defects in connection with intervention motions should generally be excused by a court.”

That rationale is particularly appropriate here where, as articulated in the Motion and Memorandum previously filed on October 2, TWU does not have an independent cause of action or defense to plead, but does have a significant interest in the outcome of the matter and therefore “claims an interest” under Fed. R. Civ. P. 24(a) in the subject-matter of this litigation, which is sufficient to justify intervention even without an independent cause of action or defense.

Counsel: Lowenstein Sandler, Jeffrey Blumenfield, 212-204-8699


 

October 8, 2013

Plaintiffs' Statement in Opposition to Transport Workers Union's Motion to Intervene

Despite closely monitoring this action since its inception and participating in an amicus brief at an earlier stage urging the Court to resolve this action on an expedited schedule, the TWU has waited until the eve of the close of fact discovery and only six weeks before the start of trial to file its request for intervention. This request is untimely.

Counsel: US DOJ, Mark Ryan, 202-532-4753

 

October 8, 2013

Defendants' Response to Amended Motion of Transport Workers Union to Intervene

The Airlines greatly value the interests of TWU’s members and support TWU’s participation in this case as amicus curiae. There is no need for TWU to intervene, however, because the interests of TWU and its members in this case are fully aligned with – and thus adequately represented by – the
Airlines. TWU’s motion to intervene should thus be denied.

TWU’s Amended Motion to Intervene explains why it is in the interest of all TWU workers to have this merger approved – and that interest is fully aligned with the Airlines’ interest. While the Airlines appreciate TWU’s desire to convey to the Court all the reasons the proposed merger is procompetitive and consistent with the antitrust laws, the Airlines are making precisely these same points.

Counsel: O'Melveny & Myers, Richard Parker, 202-383-5300; Dechert, Paul Denis, 202-261-3300; and Cadawalader Wickersham, Rick Rule, 202-862-2200 for US Airrways / Jones Day, John Majoras, 202-879-3939 and Paul Hastings, Mary Jean Moltenbrey, 202-551-1725 for AMR


 

October 9, 2013

Transport Workers Union's Response in Further Support of Its Amended Motion to Intervene or, Alternatively, To Appear as Amicus Curiae

The Parties’ Responses also express a significant shared concern: that nothing stand in the way of a prompt resolution of this litigation on the schedule set by the Court. TWU shares this concern, which it voiced in participating in the August 29, 2013 amicus curiae brief by the Unions.

While TWU continues to believe that it is in the best position to protect the specific interests of its members in this litigation by articulating those interests to the Court directly, in light of the Parties’ concern that intervention might put at risk a prompt resolution of this litigation on the schedule set by the Court, TWU respectfully requests that the Court grant TWU’s alternative request, granting TWU ongoing status as amicus curiae.

Counsel: Lowenstein Sandler, Jeffrey Blumenfield, 212-204-8699


 

October 9, 2013

Order on Motion of Transport Workers Union

ORDERED that the [98] Amended Motion of Transport Workers Union to Intervene as of Right or, Alternatively, to Appear as Amicus Curiae is GRANTED-IN-PART AND DENIED-IN-PART. The Transport Workers Union’s request to intervene as of right is DENIED. However, the Transport Workers Union’s request to appear as amicus curiae is GRANTED.

By: Colleen Kollar-Kotelly


 

October 10, 2013

 

Special Master Report and Recommendation #1

Attachment - Proposed Order Adopting Recommendation #1

It is difficult to read Plaintiffs’ request as not seeking essentially the same material from Defendants that Defendants seek to obtain from Plaintiffs in the contested requests and interrogatory. That Plaintiffs are seeking this material makes it reasonably likely that Defendants are correct in their theory that Plaintiffs will attempt to attack the unsoundness of Defendants’ models by showing that parallel models applied to the earlier mergers did not accurately predict the anticompetitive outcomes of the earlier mergers. The material sought is therefore relevant to the extent that it will enable Defendants to bolster their theory and defend against Plaintiffs’ attacks.

By: Richard Levie

 

Special Master Report and Recommendation #2

Attachment - Proposed Order Adopting Recommendation #2

The Special Master recommends that the Court deny Defendants’ Motion to Compel Production of Interview-Related Work Product. The reality is that the interrogatory at issue ultimately is an effort by Defendants to find out what facts were important to Plaintiffs. From such factual analysis it is a very small step to looking at the facts deemed relevant to Plaintiffs’ counsel and deriving insight and understanding into the legal theories and approaches of Plaintiffs.

By: Richard Levie


 

October 17, 2013

Notice of Lodging of Joint Proposed Trial Procedures Order

Plaintiffs and Defendants respectfully submit the attached Joint Proposed Order (Exhibit 1) covering procedures for trial of this case. The parties conferred at length about this Order, and have reached agreement on most of the terms. There are two remaining disputes, for which the proposed order includes alternative provisions. The Parties will submit a Word version of the proposed order by email. The remaining disputes are noted below and accompanied by separate statements from Plaintiffs and Defendants supporting their respective positions.

Counsel: Counsel: DOJ, Ryan Danks, 202-307-2784 / O'Melveny & Myers, Richard Parker, 202-383-5300; Dechert, Paul Denis, 202-261-3300; and Cadawalader Wickersham, Charles Rule, 202-862-2200 for US Airways / Jones Day, John Majoras, 202-879-3939 and Paul Hastings, Mary Jean Moltenbrey, 202-551-1725 for AMR


 

October 21, 2013

Motion for Leave to File Merits Brief Amici Curiae of Allied Pilots Association, Association of Professional Flight Attendants, The Association of Flight Attendants-CWA and The Communications Workers of America, AFL-CIO (CWA) in Support of Defendants

The careers of amici’s members are inextricably linked to the success of American. The pilots and flight attendants, for instance, frequently spend their entire career with American. Their futures will be determined by the long-term viability and competitiveness of American. Whether American is allowed to proceed with the merger or is required to operate as a standalone airline will have a drastic impact on the employees represented by amici. Amici are able to provide unique information and perspective with respect to the impact on employees of the merger.

Counsel: Steptoe & Johnson, Filiberto Agusti, 202-429-3000 and James & Hoffman, Edgar James, 202-496-0500 for APA / Guerrieri Clayman, Robert Clayman, 202-624-7400 for APFA / AFA-CWA, Edward Gilmartin, 202-434-0577 / CWA AFL-CIO, Mark O'Melveny, 202-434-1234


 

October 28, 2013

Motion for Leave to File Amicus Curiae Brief By Dallas/Fort Worth International Airport Board, City of Charlotte - Charlotte Douglas International Airport, City of Philadelphia, and City of Phoenix - Phoenix Sky Harbor International Airport

Amici all operate major international hub airports hosting flights by American Airlines and/or US Airways. Due to the merger's positive ramifications for competition generally, as well the benefits it will provide for each of the amici and their respective communities, amici have a substantial interest in this case and their perspectives are relevant to its disposition.

Amici can provide unique information and perspective regarding the pending merger between US Airways Group, Inc. and AMR Corporation. In their brief, amici intend to discuss how blocking the merger will not increase competition; rather, such action would decrease competition both domestically and globally, to the detriment of the traveling public and labor, as well as to airports and their local communities. In addition, amici will discuss the benefits ofthe merger generally and how it will create a third comprehensive and viable global network that would be fully capable of competing with the other major airlines, to the benefit of the flying public. Finally, amici will discuss the importance of the merger to the airports and those using them.

Counsel: DLA Piper, David Bamberger, 202-799-4500

 

October 28, 2013

Amended Order

This matter having come before the Court on the Motion for Leaye to File Amicus Curiae Brief in support of Defendants US Airways Group, Inc. and AMR Corporation by DaIlas/Fort Worth International Airport Board, the City of Charlotte - Charlotte Douglas International Airport, the City of Philadelphia, and the City of Phoenix - Phoenix Sky Harbor International Airport, IT IS HEREBY ORDERED that the Motion is GRANTED. The aforementioned parties shall be permitted to file a brief amicus curiae addressing the merits of the case. Said brief must be filed no later than November 15, 2013.

By: Colleen Kollar-Kotelly

 

October 28, 2013

Joint Report in Advance of Status Conference

Fact discovery is nearing a close. The majority of fact discovery was completed by October
25, 2013, and the handful of remaining depositions will be completed before the extended deadline
of November 8, 2013. A detailed summary of discovery events is attached as Exhibit One.

Counsel: Counsel: DOJ, Ryan Danks, 202-307-2784 / O'Melveny & Myers, Richard Parker, 202-383-5300; Dechert, Paul Denis, 202-261-3300; and Cadawalader Wickersham, Charles Rule, 202-862-2200 for US Airways / Jones Day, John Majoras, 202-879-3939 and Paul Hastings, Mary Jean Moltenbrey, 202-551-1725 for AMR

 

October 28, 2013

Supplement to Motion for Leave to File Merits Brief Amici Curiae of Allied Pilots Association, Association of Professional Flight Attendants, The Association of Flight Attendants-CWA and The Communications Workers of America, AFL-CIO (CWA) in Support of Defendants

By this supplemental filing, movants inform the Court that TWU will join in a unified amici curiae brief with Allied Pilots Association, the Association of Professional Flight Attendants, the Association of Flight Attendants-CWA and the CWA. Movants have notified the Department of Justice that TWU will join in the Allied Pilots Association et al. brief, and the Department of Justice does not object. Movants request that the Court enter the attached order granting them leave to participate as amici curiae with TWU.

Counsel: Steptoe & Johnson, Filiberto Agusti, 202-429-3000 and James & Hoffman, Edgar James, 202-496-0500 for APA / Guerrieri Clayman, Robert Clayman, 202-624-7400 for APFA / AFA-CWA, Edward Gilmartin, 202-434-0577 / CWA AFL-CIO, Mark O'Melveny, 202-434-1234

 

October 28, 2013

Motion of Official Committee of Unsecured Creditors for Leave to File Amicus Curiaw Merits Brief in Support of Defendants

The Statutory Committee has a substantial interest in the outcome of this litigation and believes that its viewpoint will assist the Court in assessing the merits of the case. The Statutory Committee’s amicus brief will explain in detail how Section 7 case law is appropriately applied in the context of a proposed transaction where one of the entities is in bankruptcy, including complexities that will result if the merger is enjoined. AMR’s current plan of reorganization, predicated on its proposed merger with US Airways, is the only plan proposed to and voted on by creditors and stakeholders and confirmed by the United States Bankruptcy Court for the Southern District of New York presiding over AMR’s pending Chapter 11 cases.

Counsel: Skadden Arps, Gregory Craig, 202-371-7000


 

October 29, 2013

Motion for Leave to File Merits Brief Amici Curiae of The Charlotte Chamber of Commerce, The Chicagoland Chamber of Commerce, The Dallas Regional Chamber, The Fort Worth Chamber of Commerce, The Greater Philadelphia Chamber of Commerce, and The Greater Phoenix Chamber of Commerce in Support of Defendants

Letter to Attorney General Holder

The Chambers, which are not directly affiliated with any party to this dispute, possess a unique insight into the business and consumer impact of the proposed merger of US Airways and American Airlines that is relevant to this Court’s disposition of the case. Because this is a proper ground upon which to allow the filing of a brief amici curiae, the Court should grant the Chambers’ Motion for Leave.

In its proposed brief amici curiae, the Chambers will assist the Court in analyzing and deciding the case by providing, among other things, information from the perspective of several cities that, as hubs for US Airways or American Airlines, will be directly affected by this Court’s decision regarding the proposed merger. As the Court will see, the repercussions from its decision will be substantial. For example, American Airlines has a $26 billion impact on the state of Texas, much of which is felt in the Dallas-Fort Worth area. Similarly, in 2012, American Airlines’ direct operating activities had an estimated $3.76 billion impact in Illinois. As for US Airways, the total economic impact of its 2010 operations at the Philadelphia International Airport was in excess of $9 billion, and the total economic impact of its 2012 operations at the Charlotte Douglas International Airport was approximately $11 billion.

Counsel: Wilkinson Barker, Michael Sullivan, 202-783-4141


 

October 30, 2013

Motion of Oneworld Alliance for Leave to File Amicus Curiae Brief in Support of Defendants

oneworld has both unique information and a unique perspective on global alliance competition that goes beyond the perspectives of the parties themselves. The filings in this case to date have not focused on the effect of the merger on global alliance competition, nor have they focused on the effect that the merger would have on competition for US/international travel. As such, the information and perspective that would be provided by oneworld if this motion is granted hopefully will be of assistance to the Court.

Counsel: Fried Frank, Douglas Baruch, 202-639-7000


 

October 31, 2013

Motion of The US Airline Pilots Association for Leave to Participate as Amicus Curiae and Memorandum in Support Thereof

USAPA plans to focus its brief on addressing, from the particular perspective of US Airways pilots, the benefits an approved merger between US Airways and American Airlines would provide to competition and to consumers. USAPA anticipates that its proposed brief would thus address, inter alia, (1) the benefits to the public of a viable airline with a substantial network of routes that can compete with the industry leaders on price, service, and quality, (2) the benefits to the public of airlines retaining experienced pilots, and (3) the benefits to the public of labor peace.

Counsel: Caplin & Drysdale, Kevin Maclay, 202-862-5000


 

November 5, 2013

Defendants' Opposition to Motion of USAPA to Participate as Amicus Curiae

The Airlines have no objection to, and, indeed, welcome, USAPA’s participation as amicus curiae if USAPA joins the collaborative effort of the other unions. This Court has approved a 25-page amici brief to be filed jointly by five unions representing employees of both Airlines. Dkt. 130. Those unions represent the pilots of American, the flight attendants of both American and US Airways and ground employees of both American and US Airways. The Airlines encouraged USAPA to join this effort, but, so far at least, USAPA has refused. The Airlines greatly value the interests of USAPA’s members, but oppose an amicus appearance that would unduly burden the Court with separate and repetitive briefs, particularly since all other unions are willing to cooperate in a joint filing. While USAPA asserts it has a “different perspective” from the other unions, it has represented that its brief will focus on the “benefits to the public” of an approved merger and those benefits are the same for all unions. The Airlines thus respectfully oppose USAPA’s request to file a separate brief, but support USAPA’s participation in a joint brief.

Counsel: O'Melveny & Myers, Richard Parker, 202-383-5300; Dechert, Paul Denis, 202-261-3300; and Cadawalader Wickersham, Rick Rule, 202-862-2200 / Jones Day, John Majoras, 202-879-3939 and Paul Hastings, Mary Jean Moltenbrey, 202-551-1725 for AMR


 

November 7, 2013

Motion for Leave to File Amicus Curiae Brief by Southwest Airlines

While Southwest serves over 90 destinations in the United States, it has extremely limited access to Reagan National Airport serving Washington DC and LaGuardia Airport in New York City due to
severe entry restrictions. Service to those airports is significantly limited by the allocation of take-off and landing slots, and Southwest has been able to obtain only a very small number of slots at those two airports. Because the merger would concentrate slots at DCA and LGA in a combined airline that would restrict the availability of slots to Southwest and other LCCs that could provide meaningful competition, Southwest can provide the Court with a unique and important perspective on the legal and competitive implications of the merger for air service at those airports.

Counsel: Vinson & Elkins, Alden Atkins, 202-639-6500

 

November 7, 2013

Order

The [142] Motion for Leave to File Amicus Curiae Brief by Southwest Airlines Co. is GRANTED. The movant shall be permitted to file a brief amicus curiae addressing the merits of this case subject to the following limitations. First, the brief must be filed by no later than November 15, 2013. Second, the brief must not exceed twenty-five pages in length. Third, the Court requests that amicus not include factual materials that will not be presented by the parties as part of the trial record. Instead, amicus should, where possible, focus its brief on legal arguments in support of its position. To the extent amicus incorporates factual information not introduced and subject to cross-examination by the parties, this information will be disregarded by the Court. Finally, the Court requests that amicus coordinate, and, to the extent possible, combine its brief with those of other amici in this matter.

By: Colleen Kollar-Kotelly


 

November 11, 2013

Motion for Leave to File Amicus Curiae Brief by Virgin America

The Amended Complaint in this case addresses the potential merger’s harm to competition in multiple markets, including nonstop hub-hub services operated by US Airways and American, as well as the loss of competition in over a thousand connecting city pairs. Yet, within the last week, the Attorney General at a news conference said the Department of Justice was contemplating a potential settlement focused on concessions at a limited number of key busy airports. That report triggered a motion seeking to file a brief amicus curiae by Southwest Airlines focused solely upon slot divestitures to address the increase in concentration at two busy airports: Ronald Regan Washington National Airport and New York LaGuardia Airport. Due to the recent shift in focus towards just a few large airports and away from the harm to competition on nonstop hub-hub routes and in the connecting city pairs identified in the Amended Complaint, Virgin America believes that it can offer its unique perspective to the Court and show that this shift is unfounded. Virgin America’s filing will provide information on the state of competition in the domestic airline industry and the barriers to competition created by the major US legacy airlines, including Defendants. Virgin America believes that it can show the Court that unless this merger is blocked, a simple fix for a few large airports will leave most of the hub-hub routes as monopoly markets and the connecting city pairs and all the passengers who travel in them without any remedy at all.

Counsel: Hogan Lovells, J. Robert Robertson, 202-637-5600

 

November 11, 2013

Order

The movant shall be permitted to file a brief amicus curiae addressing the merits of this case subject to the following limitations. First, the brief must be filed by no later than November 15, 2013. Second, the brief must not exceed twenty-five (25) pages in length. Third, the Court requests that amicus not include factual materials that will not be presented by the parties as part of the trial record. Instead, amicus should, where possible, focus its brief on legal arguments in support of its position. To the extent amicus incorporates factual information not introduced and subject to cross-examination by the parties, this information will be disregarded by the Court. Finally, the Court requests that amicus coordinate, and, to the extent possible, combine its brief with those of other amici in this matter.

By: Colleen Kollar-Kotelly


 

November 12, 2013

AMR Corporation and US Airways Announce Settlement with US Department of Justice and State Attorneys General

Under the terms of the settlement, the airlines will divest 52 slot pairs at Washington Reagan National Airport and 17 slot pairs at New York LaGuardia Airport, as well as certain gates and related facilities to support service at those airports. The airlines also will divest two gates and related support facilities at each of Boston Logan International Airport, Chicago O’Hare International Airport, Dallas Love Field, Los Angeles International Airport, and Miami International Airport. The divestitures will occur through a DOJ approved process following the completion of the merger. Despite the divestitures, the new American is still expected to generate more than $1 billion in annual net synergies beginning in 2015, as was estimated when the merger was announced in February.

By: AMR and US Airways


 

November 12, 2013

Competitive Impact Statement - Bookmarked

On November 12, 2013, the United States filed a proposed Final Judgment designed to remedy the harm to competition that was likely to result from the proposed merger. The proposed Final Judgment, which is explained more fully below, requires the divestiture of slots, gates, and ground facilities at key airports around the country to permit the entry or expansion of airlines that can provide meaningful competition in numerous markets, eliminate the significant increase in concentration of slots at Reagan National that otherwise would have occurred, and enhance the ability of low-cost carriers to compete with legacy carriers on a system-wide basis.

By: DOJ, Michael Billiel, 202-307-6666

 

November 12, 2013

Joint Stipulation of The Plaintiff States and Defendants Requesting Entry of Supplemental Stipulated Order

Supplemental Stipulated Order

The States of Arizona, Florida, Michigan, and Tennessee, the Commonwealths of Pennsylvania and Virginia, and the District of Columbia, together with US Airways Group, Inc. and AMR Corporation, submit this joint stipulation requesting that the Court enter the accompanying Supplemental Stipulated Order. The Plaintiff States and Defendants have conferred and agreed to the Supplemental Stipulated Order as a condition to the Plaintiff States’ willingness to enter into the Proposed Final Judgment being submitted separately and simultaneously by the United States and Defendants resolving all claims in this action.

Counsel: Plaintiff States and Defendants

 

November 12, 2013

United States' Explanation of Consent Decree Procedures

Asset Preservation Order and Stipulation

Proposed Final Judgment - Bookmarked

The Asset Preservation Order and Stipulation is a document that has been agreed to by both the Plaintiffs and the Defendants. The Plaintiffs and the Defendants ask that the Court sign this Order, which ensures that the Defendants preserve competition by complying with the provisions of the proposed Final Judgment and by maintaining the assets to be divested during the pendency of the proceedings required by the Tunney Act.

By: DOJ, Michael Billiel, 202-307-6666

Assistant Attorney General Bill Baer Delivers Remarks at the Conference Call Regarding the Justice Department’s Proposed Settlement with Us Airways and American Airlines

Justice Department Requires US Airways and American Airlines to Divest Facilities at Seven Key Airports to Enhance System-wide Competition and Settle Merger Challenge

 


 

Chapter 11 Case No. 11-15463

November 27, 2013

Order Pursuant to Bankruptcy Rule 9019(a) Approving Settlement Between Debtors, US Airways, and United States Department of Justice

By: Sean H. Lane

 

November 27, 2013

Memorandum of Decision

The Court finds that the settlement will not materially and adversely affect the treatment
of the Debtors’ claim holders and AMR Equity Interests and re-solicitation of the plan is
therefore unnecessary. The settlement will not alter the treatment of holders of Claims and AMR
Equity Interests under the plan. The settlement also maintains the relative priority and
distribution scheme to holders of Claims and AMR Equity Interests under the plan.
Additionally, the economic impact of the Settlement on the global business of New American
will not adversely affect distributions under the plan.

By: Sean H. Lane

http://amrcaseinfo.com/maincase.php


 

March 10, 2014 | On File at the Federal Register March 12, 2014

Response of Plaintiff United States of America to Public Comments on The Proposed Final Judgment - Bookmarked

The United States hereby files the public comments concerning the proposed Final Judgment in this case and the United States’ response to these comments. For the reasons discussed below, the United States continues to believe that the remedy it obtained from Defendants will address the competitive harm alleged in this action and is plainly in the public interest. Accordingly, the United States proposes no modifications to the proposed Final Judgment.

By: DOJ, Michael Billiel

AAUS001 Howard Park [Text Version]
AAUS002 Senator John D. Rockefeller IV (Chair, Senate Committee on Commerce, Science, and Transportation); Congressman Bill Shuster (Chair, House Committee on Transportation and Infrastructure); Senator John Thune (Ranking Member, Senate Committee on Commerce, Science, and Transportation); Congressman Nick J. Rahall, II (Ranking Member, House Committee on Transportation and Infrastructure)
AAUS003 Senator John Thune (Ranking Member, Senate Committee on Commerce, Science, and Transportation)
AAUS004 Wayne County [Michigan] Airport Authority (1/9/14)
AAUS005 Wayne County [Michigan] Airport Authority (1/16/14)
AAUS006 Delta Air Lines, Inc.
AAUS007 Daniel Martin Bellemare
AAUS008 Consumer Travel Alliance
AAUS009 Consumers Union
AAUS010 American Antitrust Institute; AirlinePassengers.org; Association for Airline Passenger Rights; Business Travel Coalition; Consumer Travel Alliance, Inc.; and FlyersRights.org
AAUS011 Gil D. Messina and Joseph M. Alioto
AAUS012 FlyersRights.org
AAUS013 Relpromax Antitrust, Inc.
AAUS014 Allegiant Air, LLC


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