Delta Air Lines Receives Court Approval of Disclosure Statement and Authorization to Solicit Votes on Plan of Reorganization
Confirmation hearing scheduled for April 25, positioning Delta to emerge from Chapter 11 this spring as planned
Feb 7, 2007
ATLANTA, Feb. 7, 2007 – Delta Air Lines today announced that the U.S. Bankruptcy Court for the Southern District of New York has approved the Disclosure Statement filed in connection with the company’s proposed Plan of Reorganization. The court also authorized Delta to begin soliciting approval from its creditors for the Plan of Reorganization. Prior to the hearing Delta successfully resolved all objections that had been filed.
Delta Air Lines Chief Executive Officer Gerald Grinstein said, “This is an important and exciting time for Delta. The court’s approval to proceed validates and recognizes the remarkable progress Delta people have made together to transform this great airline. There is no question good things are in store for our people, our customers, our creditors and the communities we serve as we approach the end of our successful Chapter 11 restructuring.”
At the hearing, U.S. Bankruptcy Court Judge Adlai Hardin ruled that Delta’s Disclosure Statement is adequate for the purposes of soliciting creditor approval for the Plan of Reorganization. A confirmation hearing for the court to consider approval of the Plan of Reorganization has been scheduled for April 25, 2007.
Edward H. Bastian, Delta’s chief financial officer and head of the company’s restructuring efforts, said: “Having received another crucial and tremendous vote of confidence in our plan and our people, we remain on course to exit bankruptcy this spring – possibly as soon as late April – as a strong, fiercely competitive airline. Backed by the support of our many stakeholders and using the bankruptcy process the right way, Delta people have strengthened and improved every aspect of how we do business. Upon emergence, Delta will be one of the best positioned airlines in the country based on financial strength and profit potential, with unit costs among the lowest of any traditional network carrier.”
In the next two weeks, Delta will begin mailing notices of the proposed confirmation hearing to, and begin the process of soliciting approvals for the Plan of Reorganization from, qualified claim holders. The Unsecured Creditors’ Committee in Delta’s proceedings has stated its support for Delta’s Plan of Reorganization and has provided a letter to the company, which will be mailed to creditors with the Disclosure Statement, recommending that creditors vote in favor of the Plan of Reorganization. The two other committees appointed in Delta’s Chapter 11 proceedings are also supporting the Plan of Reorganization. Assuming the requisite approvals are received and the court confirms the plan under the company’s current timetable, Delta will emerge from Chapter 11 protection this spring.
As previously reported, Delta has received a commitment for up to $2.5 billion in exit financing from a consortium of lenders co-led by six financial institutions – JPMorgan, Goldman, Sachs & Co., Merrill Lynch, Lehman Brothers, UBS, and Barclays Capital. The facility, the terms of which have been approved by the Creditors’ Committee, will consist of a $1 billion first-lien revolving credit facility, a $500 million first-lien Term Loan A, and a $1 billion second-lien Term Loan B. It will be secured by substantially all of the first-priority collateral securing the existing debtor-in-possession facilities.
Proceeds from the facility will be used by Delta to repay its $2.1 billion debtor-in-possession credit facilities led by GE Capital and American Express, to make other payments required upon exit from bankruptcy and to increase its already strong cash balance.
If the company’s Plan of Reorganization is confirmed, current holders of Delta’s equity will not receive any distributions following emergence and their equity interests will be cancelled once the Plan of Reorganization becomes effective.
Delta Air Lines (Other OTC: DALRQ) offers customers service to more destinations than any global airline with Delta and Delta Connection carrier service to 304 destinations in 52 countries. With more than 50 new international routes added in the last year, Delta is America’s fastest growing international airline and is a leader across the Atlantic with flights to 31 trans-Atlantic destinations. To Latin America and the Caribbean, Delta offers nearly 600 weekly flights to 58 destinations. Delta’s marketing alliances also allow customers to earn and redeem SkyMiles on more than 14,000 flights offered by SkyTeam and other partners. Delta is a founding member of SkyTeam, a global airline alliance that provides customers with extensive worldwide destinations, flights and services. Including its SkyTeam and worldwide codeshare partners, Delta offers flights to 453 worldwide destinations in 97 countries. Customers can check in for flights, print boarding passes and check flight status at delta.com.
Statements in this news release that are not historical facts, including statements regarding our estimates, expectations, beliefs, intentions, projections or strategies for the future, may be “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. All forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from the estimates, expectations, beliefs, intentions, projections and strategies reflected in or suggested by the forward-looking statements. These risks and uncertainties include, but are not limited to, the actions and decisions of our creditors and other third parties with interests in our Chapter 11 proceedings; our ability to obtain court approval with respect to motions in the Chapter 11 proceedings prosecuted from time to time; our ability to develop, prosecute, confirm and consummate one or more plans of reorganization with respect to the Chapter 11 proceedings and to consummate all of the transactions contemplated by one or more such plans of reorganization or upon which consummation of such plans may be conditioned; risks associated with third parties seeking and obtaining court approval to terminate or shorten the exclusivity period for us to propose and confirm one or more plans of reorganization, to appoint a Chapter 11 trustee or to convert the cases to Chapter 7 cases; our ability to obtain and maintain normal terms with vendors and service providers; our ability to maintain contracts that are critical to our operations; our ability to maintain adequate liquidity to fund and execute our business plan during the Chapter 11 proceedings and in the context of a plan of reorganization and thereafter; our ability to comply with financial covenants in our financing agreements; labor issues; our ability to implement our business plan successfully; the cost of aircraft fuel; pension plan funding obligations; interruptions or disruptions in service at one of our hub airports; our increasing dependence on technology in our operations; our ability to retain management and key employees; restructurings by competitors; the effects of terrorist attacks; and competitive conditions in the airline industry.
Additional information concerning risks and uncertainties that could cause differences between actual results and forward-looking statements is contained in Delta’s Securities and Exchange Commission filings, including its Form 10-K, filed on March 27, 2006 and its Form 10-Q, filed on November 9, 2006.
The risks and uncertainties and the terms of any reorganization plan ultimately confirmed can affect the value of our various pre-petition liabilities, common stock and/or other securities. No assurance can be given as to what values, if any, will be ascribed in the bankruptcy proceedings to each of these liabilities or securities.
We believe that our currently outstanding common stock will have no value and will be canceled under any plan of reorganization we propose, and that the value of our various pre-petition liabilities and other securities is highly speculative. Accordingly, we urge that caution be exercised with respect to existing and future investments in any of these liabilities and/or securities. Investors and other interested parties can obtain information about Delta’s Chapter 11 filing on the Internet at delta.com/restructure. Court filings and claims information are available at deltadocket.com. Caution should be taken not to place undue reliance on Delta’s forward-looking statements, which represent Delta’s views only as of February 7, 2007, and which Delta has no current intention to update.