FlyerTalk Forums - View Single Post - Morgan Stanley Buys Up NW Stock - CO Golden Share Repercussions?
Old Feb 15, 2007 | 9:40 pm
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J.Edward
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Originally Posted by longtime lurker
As I read what you posted, there's no NW Change of Control, since no Major Carrier will own 25% or more of the Capital Stock or Voting Power of NW after it emerges from bankruptcy. If there is no change in control, the golden share can't go away, correct?

I don't think the full NW Change of Control provision in the linked post changes anything - essentially, there is only a NW Change of Control if NW is bought by (or in some cases buys) another airline, or sells its Trans-Pacific routes.
The same point crossed my mind too and here's what I thought of it.

NW is in the process of reorganization - I don't think there's any disagreement on that part.

When NW emerges from BK the current stock will be invalidated and new shares issued. As such a new "Major Carrier" (or whatever incarnation NW takes after BK) will acquire "beneficial Ownership of 25% or more of the Capital Stock or Voting Power of a Northwest Affected Company". And while the new company is still "Northwest" it is not the same NW, with the same owners, that went into BK.

As always, most of what I say should be taken with a grain of salt...and in this case a pound maybe required.

Neat stuff.
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