Filed On 7/8/97 · SEC File 0-27238 · Accession Number 912057-97-23615
As Of Filer Filing On/For/As Docs:Pgs Issuer Agent
7/08/97 Western Pacific Airlines Inc/DE 8-K{5,7} 6/30/97 4:91 912057
Current Report · Form 8-K
Filing Table of Contents
Document/Exhibit Description Pages Size
1: 8-K Current Report 4 14K
2: EX-10.1 Material Contract 62 243K
3: EX-10.2 Material Contract 20 60K
4: EX-10.3 Material Contract 5 19K
EX-10.3 · Material Contract
| EX-10.3 | 1st Page of 5 | TOC | Top | Previous | Next | Bottom | Just 1st |
|---|
Exhibit 10.3
Joint Press release dated June 30, 1997.
Western Pacific Airlines and Frontier Airlines announce merger plans
Aug. 1, 1997 codeshare to precede merger
COLORADO SPRINGS, June 30, 1997 --- Western Pacific Airlines Inc.
(NASDAQ:WPAC) and Frontier Airlines Inc. (NASDAQ:FRNT) today announced their
respective boards' approval of a definitive agreement whereby Western Pacific
would acquire Frontier through a merger.
The announcement was made at a joint press conference held at Denver
International Airport. The airlines have targeted Aug. 1, 1997, for commencement
of an interim codeshare arrangement that will provide for display of their
combined schedule under both airline codes and expect that the merger could be
completed by October.
Western Pacific's President and Chief Executive Officer, Robert A. Peiser,
who would continue in those roles at the combined company, said: "This is an
exciting combination that makes great sense for both companies. In addition to
helping us reach a critical mass, combining the carriers will allow us to offer
a significant number of flights in each market and to unite two of the most
dedicated employee groups in the industry."
The merger agreement anticipates an exchange of .75 share (subject to
possible adjustment under certain circumstances) of Western Pacific stock for
each share of Frontier stock and will give Frontier stockholders approximately
31% ownership of the combined company. In addition, upon the occurrence of the
merger, three Frontier directors shall join Western Pacific's board of
directors, which will be expanded to a total of nine directors.
Frontier President and Chief Executive Officer Sam Addoms, said: "The
ultimate beneficiary of this alliance is the customer. The combined operations
will provide both local and connecting passengers with the kind of schedule and
service alternatives that are critical to the growth and development of both the
combined Company and the Denver market. In addition, this merger goes a long way
towards assuring the success of the combined Company and the personal success of
all of our employees."
Following its recent entry into the Denver market, Western Pacific is
already the second largest airline at Denver International Airport as measured
by daily jet departures. In terms of fleet size, the merger will position the
new carrier as one of the largest new entrant, low-fare carriers in the United
States. Effective Aug. 1, under the codeshare arrangement, the carriers plan to
operate 30 Boeing 737 aircraft with 76 daily jet departures from Denver
International Airport serving 25 markets. By year's end, the combined carrier
plans to operate 34 Boeing 737 aircraft with 86 daily jet departures serving 26
markets. Of the 34 total, eight would be new aircraft, placed into service in
1997. An additional new aircraft is scheduled for delivery in January, 1998.
Both jet carriers and Mountain Air Express, Western Pacific's majority-owned
commuter affiliate, will continue to operate out of DIA's A Concourse and plan
to utilize a total of 11 gates.
Specifics on the combined schedules will be announced separately. No
decision has been made on the name of the new combined carrier and several
options, including a new name, are being considered. The merged carriers'
headquarters will be in Colorado Springs. The merger is
subject to various regulatory approvals as well as that of the stockholders
of each of the companies.
Peiser continued, "We will still offer fares which are among the lowest in
the industry partly because, given the number of aircraft available to the
combined carrier, we will be able to further improve productivity and reduce
costs.
"In addition to our low costs and our continued emphasis on low fares, we
are very excited about the product improvements Western Pacific has recently
undertaken in order to provide a higher level of professional service. These
improvements include seat assignments, limited food service on longer flights, a
frequent flyer program and new uniforms."
Peiser concluded, "Both Frontier and Western Pacific have always made
safety and reliability the number one priority and this will not change. In
addition, following the merger, we will integrate the carriers so that we take
advantage of the best elements both have to offer. The airline we envision will
combine the qualities of an established carrier with the entrepreneurial spirit
associated with a new company."
Statements contained in this press release which are not historical facts are
forward-looking statements as that item is defined in the Private Securities
Litigation Reform Act of 1995. Such forward-looking statements are subject to
risks and uncertainties which could cause actual results to differ materially
from estimated results. Such risks and uncertainties are detailed in the
company's filings with the Securities and Exchange Commission.
Schedule Information
Western Pacific and Frontier Airlines will operate two independent
schedules until Aug. 1, 1997, when a formal codeshare arrangement is scheduled
to go into effect. The table below outlines the fleet size, markets served and
daily flights contained in the Aug. 1 schedule.
The Dec. 15, 1997 schedule assumes the completion of the merger and
combines both carriers' fleets and markets.
Aug. 1, 1997 codeshare
----------------------
Fleet Size
Western Pacific 19 Boeing 737-300s
Frontier 7 Boeing 737-200s
4 Boeing 737-300s
MAX 4 Dornier 328s
Total Fleet 34
Markets Served (including Denver)
Western Pacific & Frontier 26
MAX 3
Total Markets Served 29
Daily Flights (from DIA)
Western Pacific & Frontier 76
MAX 25
Total Daily Flights 101
Dec. 15, 1997 Planned Combined Schedule
---------------------------------------
Fleet Size
Western Pacific 21 Boeing 737-300s
Frontier 7 Boeing 737-200s
6 Boeing 737-300s
MAX 4 Dornier 328s
Total Fleet 38
Markets Served (including Denver)
Western Pacific & Frontier 27
MAX 3
Total Markets Served 30
Daily Flights (from DIA)
Western Pacific & Frontier 86
MAX 25
Total Daily Flights 111
Western Pacific Airlines Fact Sheet
-- Founded April 1, 1994 by Edward Beauvais. Originally named Commercial Air
but changed to Western Pacific Airlines Inc. before the first day of
operation which was April 28, 1995.
-- Current fleet consists of 18 Boeing 737-300s.
-- Serves 27 markets, in combination with its commuter affiliate, Mountain Air
Express.
-- Employee Information(a)
Management/Administrative 113
Flight Crews (pilots & flight attendants) 452
Other 761
Total Full-Time Equivalents 1,326
-- Utilizes 5 gates at DIA on the A Concourse, with a sixth gate to be added
this summer.
-Graphic-
Frontier Airlines Fact Sheet
-- Today's Frontier was resurrected in 1993 by several executives from the
original Frontier Airlines. The new Frontier commenced operations July 5,
1994 with two Boeing 737-200 aircraft serving four cities.
-- Current fleet consists of 7 Boeing 737-200s and 4 Boeing 737-300s.
-- Frontier currently serves 15 markets, including Denver.
-- Employee Information(a)
Management/Administration 84
Flight Crews (pilots & flight attendants) 276
Other 390
Total Full-Time Equivalents 750
-- Frontier operates out of four gates on the A Concourse at Denver
International Airport.
Note (a): As of 6/15/97
Dates Referenced Herein and Documents Incorporated By Reference
Filing Submission - Alternative Formats (Word / Rich Text, HTML, Plain Text, SGML, XML, et al.)
Copyright © 2008 Fran Finnegan & Company All Rights Reserved.
www.secinfo.com
- Tue, 7 Oct 2008 13:58:20.3 GMT - Privacy - Help
