NYTimes.com Article: Some Light Shed on Panel Decision to Deny Aid to United

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Some Light Shed on Panel Decision to Deny Aid to United

August 25, 2004
 By MICHELINE MAYNARD





Members of a federal loan board said they felt that United
Airlines' bid for $1.6 billion in assistance was based on a
faulty business plan and they believed that helping the
airline could hurt the rest of the industry, newly released
minutes of the board's deliberations show.

The minutes were posted yesterday on the Air Transportation
Stabilization Board's Web site. They provide a view into
two meetings in June, when United's second and third
applications for federal assistance were turned down,
forcing the airline to seek private financing.

In turning down United's application, the board said that
the company could find financing elsewhere and that it had
not proved that the loan was needed to maintain a viable
air transportation system. The minutes, however, show that
members of the board also debated the financial
underpinnings of United's case.

A United spokeswoman, Jean Medina, said yesterday: "We
disagree with the decision. Our business plan is built on
very realistic assumptions. We know we have more work to
do. We need to meet the challenges of the changing
environment and extraordinarily high fuel costs."

Last week, United, the operating unit of the UAL
Corporation, said it was likely to terminate its four
employee pension plans, and it has said it will not make
required contributions while it is in bankruptcy. The
threat has raised the ire of United's unions, and some of
their leaders have blamed the loan board for United's
decisions to stop the contributions.

The three-member loan board was formed after the September
2001 terrorist attacks to administer $10 billion in loan
guarantees made available by Congress to help the
struggling airline industry. United's application would
have been the biggest awarded by the board, which has
provided assistance to US Airways, Frontier and America
West, among others.

United filed for bankruptcy in December 2002, after the
loan board rejected its original application for $1.8
billion in guarantees.

A year later, it applied for $1.6 billion, which it planned
to supplement with $400 million in financing from J. P.
Morgan and Citibank.

But on June 17, Brian C. Roseboro, under secretary of the
Treasury, joined Edward N. Gramlich, a Federal Reserve
governor, in voting against United's application.

The day before that decision, United's chief executive,
Glenn F. Tilton, traveled to Washington to offer changes in
United's business plan that the airline hoped would ease
the package's approval.

The appeal made no difference to Mr. Roseboro, according to
the minutes. He said he did not think that a loan package
for United was necessary to maintain the nation's
commercial aviation system, and also said that outside
financing was "reasonably available" to United.

The minutes showed that Mr. Roseboro said he did not think
United would face liquidation and that "providing a subsidy
to a high-cost air carrier would likely have very negative
long-term effects on the industry and competition," the
minutes said.

Mr. Roseboro also said that the Treasury Department
"determined that the obligation would not be prudently
incurred, specifically that the underlying business plan
was built on unrealistic assumptions and the restructuring
was insufficient." The minutes were not more specific.

The board's executive director, Michael Kestenbaum,
predicted that private investors "would likely require
further changes to United's business plan," according to
the minutes.

Mr. Kestenbaum also said that asset sales could play a part
in United's ability to raise capital for any restructuring.


But United has said throughout its bankruptcy that it would
not sell its assets. It told a United States Bankruptcy
Court last week that its assets are pledged to secure its
bankruptcy financing, which must be repaid when it emerges
from bankruptcy.

At the June 17 meeting, Mr. Gramlich, the board's chairman,
praised the airline for progress it had made in bankruptcy,
saying it was a "much improved airline" compared with the
one that had applied for loan guarantees in December 2002.

But Mr. Gramlich said airlines' access to capital markets
was also much better than it had been immediately after the
September 2001 attacks.

According to the minutes, Mr. Gramlich said "there is a
strong possibility that United would successfully emerge
from bankruptcy without" a loan guarantee package, and thus
he voted against the plan.

The board's third member, Jeffrey N. Shane, an under
secretary in the Transportation Department, abstained from
voting, saying he wanted to defer a decision until the
board could further examine Mr. Tilton's suggested changes.
The rejection provoked a political storm that came to
involve the White House, Congress and the Treasury
Department.

United ultimately cut its request to $1.1 billion,
promising to find an additional $500 million in equity or
equity-based financing on top of the $400 million already
arranged.

Treasury Secretary John W. Snow, who had received appeals
on United's behalf from House Speaker J. Dennis Hastert and
a senior Bush administration official, asked the board to
consider a revised application from the airline. Mr.
Hastert is a Republican from Illinois, which is United's
home state.

The action caused speculation that Mr. Roseboro might
resign from the board in favor of someone who would back
United's application, but he remained a board member.

At another meeting on June 28, the board voted unanimously
to reject United's third application. At that meeting, Mr.
Kestenbaum said that United "did not address the statutory
criteria under which its loan guarantee request had been
denied," which was that a loan to United was not necessary
to maintain the nation's commercial air system.

http://www.nytimes.com/2004/08/25/business/25united.html?ex=1094452172&ei=1&en=8d9fa9f5cd9ce768


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