Outside Investors To Control US Airways

America West Airlines and US Airways have yielded a bigger financial stake to investors in the carrier that results from their planned merger, a regulatory filing showed on Tuesday.

America West stockholders plan to hold roughly 39 percent of outstanding shares in the new company, which will operate under the US Airways flag. When the deal was announced, America West planned to take a 45 percent stake.

US Airways creditors will hold about 12 percent of the new US Airways Group common stock, down from 14 percent, according to a proxy statement with the US Securities and Exchange Commission.

The change reflects growing participation by outside investment groups in the deal. Investors, including hedge funds, will now control about 49 percent of the merged airline, up roughly 8 percent since the deal was announced.

The filing did not reveal the date of America West's stockholder meeting to vote on the merger, which also has to be approved by the judge overseeing the US Airways' Chapter 11 case in Virginia and the government board controlling a combined USD$1 billion in financing for the two carriers.

US Airways and America West have attracted more than USD$500 million in equity for the deal valued at more than USD$1.5 billion to create the nation's fifth-largest carrier.

Investors include Air Canada's parent ACE Aviation Holdings, PAR Capital Management and Wellington Management, both of Boston. Wellington, which has large stakes in other big airlines, has agreed to invest USD$150 million.

US Airways and America West hope to finalize the deal this autumn and begin the process of merging. Combining the carriers could take more than two years, the airlines have said.

The US Justice Department cleared the proposal last week, saying the deal would be good for consumers.

US Airways will accept competing bids for financing up to Thursday.

Also by Thursday, US Airways plans to submit to the bankruptcy court its plan for operating until the airline is combined with America West.

US Airways also changes to its employee profit-sharing plan that will have to be approved by the bankruptcy court.

All employees, not including officers, would receive 10 percent of the first 10 percent of pretax profits earned by the merged carrier, and 15 percent of profits above 10 percent.

The US Airways board agreed to another profit sharing proposal last year but it never took effect because the company slid into bankruptcy.

US Airways lost more than USD$39 million in May, according to its latest monthly operating report filed with the bankruptcy court on Tuesday. The carrier spent more for fuel, USD$141 million, than it did for personnel, USD$140 million, for the second straight month.

(Reuters)