SEATTLE and SAN FRANCISCO, May 16,
2016 /PRNewswire/ -- Alaska Air Group, Inc. (NYSE:
ALK), parent company of Alaska Airlines, and Virgin America Inc.
(NASDAQ: VA) today announced that each carrier has received a
request for additional information from the Antitrust Division of
the United States Department of Justice (DOJ) in connection with
Alaska's proposed acquisition of
Virgin America.
Alaska and Virgin America have
been cooperating fully with regulators since the announcement of
the proposed acquisition. A "Second Request," which is a standard
part of the DOJ review process, extends the period that the parties
must wait to close the transaction, until 30 days after
Alaska and Virgin America have
complied with the information request (or the waiting period is
otherwise terminated by the DOJ).
Alaska and Virgin America will
be responding promptly. The two airlines are confident that they
will obtain regulatory approval and complete their pro-competitive
and pro-consumer transaction no later than January 1, 2017.
The proposed acquisition is also subject to approval of Virgin
America's shareholders in addition to the satisfaction of other
customary closing conditions, including expiration or termination
of the waiting period under the Hart-Scott-Rodino Act.
About Alaska Airlines
Alaska Airlines, a subsidiary of Alaska Air Group (NYSE: ALK),
together with its partner regional airlines, serves more than 100
cities through an expansive network in the United States, Canada, Costa
Rica and Mexico. Alaska
Airlines ranked "Highest in Customer Satisfaction Among Traditional
Carriers in North America" in the
J.D. Power North American Airline Satisfaction Study for nine
consecutive years from 2008 to 2016. Alaska Airlines' Mileage Plan
also ranked "Highest in Customer Satisfaction with Airline Loyalty
Rewards Programs" in the J.D. Power Airline Loyalty/Rewards Program
Satisfaction Report for the last three consecutive years. For
reservations, visit www.alaskaair.com. For more news and
information, visit the Alaska Airlines newsroom at
www.alaskaair.com/newsroom.
About Virgin America
Known for its mood-lit cabins, three beautifully designed
classes of service and innovative fleetwide amenities — like
touch-screen personal entertainment, WiFi and power outlets at
every seat, Virgin America has earned a host of awards since
launching in 2007 — including being named the "Best U.S. Airline"
in Condé Nast Traveler's Readers' Choice Awards years and "Best
Domestic Airline" in Travel + Leisure's World's Best Awards for the
past eight consecutive years. For information, visit
www.virginamerica.com.
Cautionary Statement Regarding Forward-Looking
Statements
This communication contains forward-looking information about
Alaska Airlines, Virgin America and the proposed transaction.
Forward-looking statements are statements that are not historical
facts. These statements can be identified by the use of
forward-looking terminology such as "believe," "expect," "may,"
"likely," "should," "project," "could," "plan," "goal,"
"potential," "pro forma," "seek," "estimate," "intend" or
"anticipate" or the negative thereof, and may include discussions
of strategy, financial projections, guidance and estimates
(including their underlying assumptions), statements regarding
plans, objectives, expectations or consequences of announced
transactions and statements about the future performance,
operations, products and services of Virgin America and/or Alaska
Airlines. Alaska Airlines and Virgin America caution readers not to
place undue reliance on these statements. These forward-looking
statements are subject to a variety of risks and uncertainties.
Consequently, actual results and experience may differ materially
from those contained in any forward-looking statements. Such risks
and uncertainties include: the failure to obtain Virgin America
stockholder approval of the proposed transaction; the possibility
that the closing conditions to the proposed transaction may not be
satisfied or waived, including that a governmental entity may
prohibit, delay or refuse to grant a necessary regulatory approval;
delay in closing the transaction or the possibility of
non-consummation of the transaction; the occurrence of any event
that could give rise to termination of the merger agreement; the
risk that stockholder litigation in connection with the
contemplated transaction may affect the timing or occurrence of the
contemplated transaction or result in significant costs of defense,
indemnification and liability; risks inherent in the achievement of
anticipated synergies and the timing thereof; risks related to the
disruption of the transaction to Virgin America and its management;
the effect of announcement of the transaction on Virgin America's
ability to retain and hire key personnel and maintain relationships
with suppliers and other third parties; labor costs and relations,
general economic conditions, increases in operating costs including
fuel, inability to meet cost reduction goals, an aircraft accident,
and changes in laws and regulations. These risks and others
relating to Alaska Airlines and Virgin America are described in
greater detail in their respective SEC filings, including (i) as to
Alaska Airlines, Alaska Airlines' Annual Report on Form 10-K for
the fiscal year ended Dec. 31, 2015,
as well as in other documents filed by Alaska Airlines with the SEC
after the date thereof, and (ii) as to Virgin America, Virgin
America's Annual Report on Form 10-K for the fiscal year ended
Dec. 31, 2015, as well as in other
documents filed by Virgin America with the SEC after the date
thereof. Alaska Airlines and Virgin America make no commitment to
revise or update any forward- looking statements in order to
reflect events or circumstances occurring or existing after the
date any forward-looking statement is made.
Additional Information About the Merger and Where to Find
It
This communication may be deemed to be solicitation material in
respect of the merger of Virgin America with a wholly owned
subsidiary of Alaska Air Group. On April 22,
2016, Virgin America filed a preliminary proxy statement
with the Securities and Exchange Commission (the "SEC") in
connection with the solicitation of proxies for the merger. When
completed, a definitive proxy statement will be filed with the SEC
and mailed to stockholders of Virgin America and will contain
important information about the proposed merger and related
matters. BEFORE MAKING A VOTING DECISION, STOCKHOLDERS OF VIRGIN
AMERICA ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND ANY
OTHER RELEVANT MATERIALS FILED WITH THE SEC CAREFULLY AND IN THEIR
ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN
IMPORTANT INFORMATION ABOUT VIRGIN AMERICA AND THE MERGER.
Stockholders will be able to obtain copies of the proxy statement
and other relevant materials (when they become available) and any
other documents filed by Virgin America with the SEC for no charge
at the SEC's website at www.sec.gov. In addition, stockholders will
be able to obtain free copies of the proxy statement from Virgin
America by contacting Virgin America's Investor Relations
Department by telephone at (650) 762-7000, by mail to Virgin
America Inc., Attention: Investor Relations Department, 555 Airport
Boulevard, Burlingame, California
94010, or by going to Virgin America's Investor Relations page on
its corporate website at http://ir.virginamerica.com.
Participants in the Solicitation
Alaska Air Group, Virgin America and certain of their respective
directors, executive officers and other employees may be deemed to
be participants in the solicitation of proxies from Virgin
America's stockholders in respect of the merger. Information about
Virgin America's directors and executive officers is available in
Virgin America's proxy statement for its 2016 annual meeting of
stockholders filed with the SEC on March 25,
2016. Information concerning Alaska Air Group's directors
and executive officers is available in Alaska Air Group's proxy
statement for its 2016 annual meeting of stockholders filed with
the SEC on April 1, 2016. Other
information regarding persons who may be deemed participants in the
proxy solicitation, including their respective interests by
security holdings or otherwise, was set forth in the preliminary
proxy statement Virgin America filed with the SEC on April 22, 2016 and may be updated or supplemented
in the definitive proxy statement that Virgin America intends to
file with the SEC. These documents can be obtained free of charge
from the sources indicated above.
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visit:http://www.prnewswire.com/news-releases/regulatory-approval-process-continuing-for-alaska-air-group-and-virgin-america-300269393.html
SOURCE Alaska Airlines; Virgin America Inc.