Court records show that Skadden has been paid more than $12.7 million for its services in AMR's Chapter 11 case through December 31. New York bankruptcy boutique Togut, Segal & Segal, which is serving as cocounsel to the creditors committee, has been paid more than $1.1 million during that same period. (Togut is also serving as lead debtor's counsel in Dewey's Chapter 11 case.)
As currently structured, terms of the proposed merger deal call for AMR's creditors and other stakeholders (including unions representing pilots and other airline employees) to own 72 percent of the combined company, which will operate under the American Airlines brand. US Airways shareholders, who must also still approve the deal, will own the remaining 28 percent of the combined airline. Because he is overseeing AMR's Chapter 11 case in Manhattan, U.S. Bankruptcy Judge Sean Lane—appointed to the bench in 2010—must approve any final transaction.
The Am Law Daily reported last year that Latham & Watkins had landed the lead role advising US Airways on a potential bid for AMR. Over the course of the ensuing 12 months, the Tempe, Arizona–based airline's lawyers and financial advisers began putting in place the building blocks for a merger, including striking a key agreement last April with AMR's union leaders to secure their support for the deal.
Latham corporate partners Peter Kerman and Anthony Richmond and bankruptcy partner D.J. "Jan" Baker—who joined the firm from Skadden in 2009—have taken the lead advising US Airways in connection with its pursuit of AMR. Rounding out the firm's team on the matter are corporate partners Josh Dubofsky and Gregory Rodgers, bankruptcy partners Paul Harner and Robert Klyman, tax partner Kirt Switzer, employee benefits partners James Metz and Robin Struve, finance partner Kevin Fingeret and Graeme Smyth, real estate partner Kim Boras, environmental partner Joel Mack, corporate counsel Karen Eberle, environmental counsel David Langer, and associates Anitha Anne, Beth Beaury, Tiffany Campion, Michelle Carpenter, Daniel Costa, Gabriel Edelson, Lauren Follett, Jude Gorman, Milad Hassani, Timothy Ho, Sabina Jacobs, Abtin Jalali, Corinna Liebowitz, Catherine Martin, David McElhoe, Lauren Murphey, Saied Pinto, Douglas Shaw, Aaron Singer, Shi Su, and Zhao Yang.
Paul Galleberg, vice president of legal affairs at US Airways, is a former Latham partner who joined the airline in 2011. Galleberg is leading a group of in-house attorneys working on the merger that includes head of litigation and labor legal affairs Paul Jones, antitrust expert and vice president of legal and government affairs Howard Kass, and executive vice president of corporate and government affairs Stephen Johnson, a key legal adviser who joined the airline in 2009 from Phoenix-based private equity firm Indigo Partners. Also advising on the merger with AMR are US Airways associate general counsel Alan Davis and Mark Burgoz, and assistant general counsel Ann Halton.
Dechert antitrust partner Paul Denis is also advising US Airways, along with Charles “Rick” Rule, head of the antitrust group at Cadwalader, Wickersham & Taft. Rule has been a longtime legal adviser to US Airways, having represented the company on a series of scuttled tie-up talks with United Airlines and a failed attempt to merge with Delta in 2007. (Rule was chair of the antitrust practice at Fried, Frank, Harris, Shriver & Jacobson at the time—he left for Cadwalader in April 2007.)
O'Melveny & Myers labor and employment partner Robert Siegel is also advising US Airways, which kept its current name after being bought by America West in 2005.
Overcoming regulatory hurdles will be a key factor in achieving any final deal with AMR, and other Am Law 100 firms like Duane Morris are advising US Airways on regulatory issues at the state level, according to sibling publication The Legal Intelligencer.
Shearman & Sterling M&A partners Peter Lyons and David Connolly, bankruptcy partner Douglas Bartner, litigation partner Alan Goudiss, and associate Meghan Moore are leading a team from the firm representing Barclays, which is serving as financial adviser to US Airways on the proposed merger with AMR.
Jenner & Block is representing a committee of retired AMR employees in the airline’s Chapter 11 case. Court filings show that AMR has paid Jenner $547,000 through December 31, as well as another $421,000 during that same period to Milbank, Tweed, Hadley & McCloy, which is advising an ad hoc group of bondholders. A support and settlement agreement filed by AMR with the SEC on Thursday shows that White & Case and Kramer Levin Naftalis & Frankel are advising other debt holders.
