Hawaiian Airlines (HA, Honolulu) will remain open to buyout offers even if the planned takeover bid from Alaska Airlines (AS, Seattle Tacoma International) fails to proceed. The December 18, 2023, SEC filing contains scripted answers to employee questions about the proposed USD1.9 billion merger.
"The board, subject to certain constraints, may consider other unsolicited offers for Hawaiian Airlines with the best interest of our shareholders in mind," the filing read, responding to a question about whether the board remained open to other offers should Alaska Airlines' takeover bid not finalise.
Earlier this month, Alaska Airlines announced that it would acquire Hawaiian Airlines. The takeover has the support of Hawaiian's board but remains subject to shareholder and regulatory approval.
"However, we are focused on the agreement we reached with Alaska Airlines, which we believe is the best path forward for our company. And both companies are committed to taking the steps necessary to proceed with shareholder approval and regulatory review of the combination," the filing added.
Most questions and answers concerned labour issues, what would happen to Hawaiian Airlines employees, and their work conditions if the Alaska takeover offer proceeds. According to the answers, it would be business as usual for Hawaiian's employees until the transaction closes.
"Your pay and benefits will remain unchanged until the transaction closes, which we expect to happen 12-18 months from the Board's initial approval," the filing noted. "While it's still too early to know exactly how and when our benefits plan will combine with Alaska's, we expect the combined entity to offer competitive pay and benefits and provide more career advancement and geographic mobility opportunities for employees."
The filing confirmed that each airline would continue to operate as standalone entities until the takeover bid is approved. However, after that, Hawaiian would become a wholly owned subsidiary of Alaska Airlines, with Honolulu becoming a regional headquarters for the combined entity. After the transaction closes, the two airlines will move on to the one air operator's certificate, and Hawaiian employees will become Alaska employees.
"Alaska has committed to maintaining and growing union-represented jobs in Hawaii, including preserving pilot, flight attendant, and maintenance bases in Honolulu, along with our airport operations and cargo throughout the state," the filing reads. "Until the transaction closes, we will continue operating our standalone business, and Alaska Airlines remains a competitor."
Regarding fleet planning, the Hawaiian Airlines filing said fleet composition decisions have yet to be made. However, the airline expects the combined entity to make decisions based on maximizing operational efficiency and customer experience. Recently, ch-aviation reported that one potential outcome of the takeover would be Hawaiian's B717-200s eventually replaced by B737 MAX types ordered by Alaska Airlines. "In a combined entity, allocation of pilots to fleet types will be governed by the joint collective bargaining agreement terms. We expect that being a part of the larger, combined airline will present new opportunities for pilots," the filing said.
Hawaiian also noted that while it would continue to work with its ground handling contractors and other vendors until the takeover transaction closes, "it is too early to know" whether these agreements will remain in place once Alaska Airlines assumes control.
