One might be hard-pressed not to find a Pennsylvania lawyer on a US Airways flight in the state, one of the main modes of transportation for attorneys shuffling between Pittsburgh and Philadelphia.
And the same would go for area lawyers’ involvement in the airline’s merger discussions with American Airlines.
US Airways’ Pennsylvania roots and Philadelphia hub location have, in part, resulted in a number of Pennsylvania law firms taking a hand in the airline’s proposed $11 billion merger with American Airlines.
Dechert, Duane Morris and K&L Gates all played roles, alongside a slew of other firms from across the country, in the merger discussions and related legal and regulatory issues the two airlines faced in the time leading up to the Valentine’s Day announcement of their merger intentions.
The local firms all played different roles in the deal. And as work will continue in earnest now that the deal needs regulatory and bankruptcy court approval, none of the firms got into too much detail about their roles. AMR Corp., the parent company to American Airlines, is currently in bankruptcy.
Washington, D.C.-based partner Paul T. Denis of Dechert is leading a team serving as antitrust counsel to US Airways.
Denis, who in 2012 helped lead a Dechert team that served as antitrust counsel to Medco Health Solutions in its $29.1 billion merger with Express Scripts Inc., has secured antitrust clearance for a number of other high-profile deals over the years. Dechert associates Gorav Jindal and Rani Habash are working with Denis on the deal.
Duane Morris has "been longtime counsel to US Airways with regard to governmental and legal matters in Pennsylvania," the firm said Thursday.
Duane Morris said the firm was involved in the merger discussions "in that regard."
Partner Alan C. Kessler, a commercial litigator with experience representing airlines and other entities in class actions, complex litigation, government relations and general counseling, worked on the deal for Duane Morris along with partner Stephanie L. Kosta.
Patricia A. Welty, executive director of the Harrisburg office of Duane Morris affiliate Duane Morris Government Strategies, also worked on the deal on behalf of US Airways, the firm said. She focuses her work on Pennsylvania government affairs.
While US Airways has Western Pennsylvania roots, Pittsburgh-based K&L Gates found itself on the other side of the merger discussions. Dallas-based corporate partner Mary R. Korby took the lead for the firm in representing Dallas-based American Airlines. Her team also included Dallas corporate associates Cedric Powell, Diego Gomez-Cornejo and Kyle Simon, and Seattle-based associate Gene Hwang.
K&L Gates said Korby has a long-standing relationship with American Airlines that dates back more than a decade. According to Korby’s bio, she advises boards and companies on securities law compliance, stock exchange listings, disclosure issues and corporate governance, including fiduciary duty matters. Korby also advises companies regarding tender offers, joint ventures and mergers and acquisitions in the chemicals, defense, recycling, green energy, aviation and manufacturing industries.
Aside from working on various aspects of the merger discussions, Pennsylvania firms have had a hand in the American Airlines bankruptcy as well.
According to the docket, firms in the state represented in varying capacities creditors and interested parties with Morgan, Lewis & Bockius listed on the docket as one of the firm’s representing AMR Corp. Other Pennsylvania firms noted on the docket were Saul Ewing, Duane Morris, Dechert, Drinker Biddle & Reath, Ballard Spahr, Schnader Harrison Segal & Lewis, Blank Rome, Sirlin Lesser & Benson, Pepper Hamilton and Dilworth Paxson.
The boards of directors of both US Airways and American Airlines have voted to approve the definitive merger agreement, which would result in a combined equity value of $11 billion, the airlines said. The new airline would operate under the American Airlines name.
The combined entity’s board will consist of three members from American Airlines, four from US Airways and five from AMR creditor representatives. AMR stakeholders will own 72 percent of the combined airline’s common stock and US Airways shareholders will own 28 percent. Under the terms of the deal, the company will be headquartered in Dallas-Fort Worth and will maintain significant operations in Phoenix, where US Airways is based.
The merger will require the approval of the bankruptcy court, regulatory bodies and US Airways shareholders. The deal is expected to be closed in the third quarter of 2013.
According to information on the merger provided by American Airlines and US Airways, the combined company would have about 9,100 employees in Pennsylvania and have 558 daily departures from the state to 336 locations around the world. Philadelphia International Airport will continue to house hub operations and fleet and ground service. Pittsburgh will have fleet and ground service. The combined airlines would have 44 daily departures out of Pittsburgh and 459 out of Philadelphia.
The two companies said they would maintain all of their existing hubs across the country, which are in Chicago, Dallas-Fort Worth, Los Angeles, Miami, New York, Philadelphia, Washington, D.C., Phoenix and Charlotte, N.C.
For more about the Am Law 100 firms that landed roles on the proposed merger, see Legal affiliate The Am Law Daily‘s coverage at www.americanlawyer.com.