The big news story today in Houston is the announcement about Continental Airlines engaging in merger negotiations with Chicago-based United Airlines. Here are the stories from the Wall Street Journal ($), the NY Times, the Financial Times and the Houston Chronicle.
The bottom line on the proposed merger is that it’s a longshot for a variety of reasons, not the least of which is that such mergers are traditionally complex and expensive. However, the fact that merger talks between the second-largest (United) and the fifth-largest airlines are taking place at all is a reflection that the airline industry is primed for a round of consolidations as the industry rebounds from the severe downturn that was inflamed by the effects of September 11, 2001 attacks on New York and Washington. United ended up in a long reorganization case under chapter 11 that it emerged from in early this year, but both Continental and United have absorbed higher fuel costs and added capacity, and are among the carriers that are expected to Improve financially in 2007. Mergers could help both airlines reduce overhead by eliminating overlapping routes.
One of the issues that mitigates against a merger between the two airlines is “golden share” that Northwest Airlines Corp. holds in Continental, which is a special voting series of Continental preferred stock Northwest holds in connection with a marketing alliance with Continental that does not expire until 2025. Thus, if a proposed merger requires shareholder approval of Continental, then Northwest could use those shares to block the merger. But Continental and United could simply structure around the golden share, such as having Continental buying another airline so long as such a transaction didn’t require Continental shareholders’ approval.
Also, United is clearly playing the field right now. The airline has recently approached Delta Airlines, which is currently wallowing in a chapter 11 case, regarding a merger through a chapter 11 plan of reorganization as an alternative to a hostile takeover bid that US Airways is currently pursuing.
Continental shares declined yesterday 5.6% to $42.88, but they continue to trade near the top of their past year range. The stock of UAL, United’s parent, also is trading near its 52-week high after closing down 2.9% at $43.23. This is the type of deal that will either gain momentum quickly or fizzle out, so stay tuned.