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Aug 16, 2007 3:35 pm US/Central
Midwest Board Meets To Discuss Sale Options
(AP)
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Milwaukee-based Midwest had expected to make official an all-cash deal with private investment firm TPG Capital on Wednesday. (File)
AP
As Midwest Air Group Inc.'s board reconvened Thursday to discuss its options for a sale, analysts said deliberations are likely to focus on whether an all-cash bid from a private equity firm is better than a cash-and-stock offer from AirTran Holdings Inc.
Milwaukee-based Midwest had expected to make official an all-cash deal with private investment firm TPG Capital on Wednesday. That offer includes rival Northwest Airlines Corp. as a passive partner. But the board delayed action to consider a new cash-and-stock offer from AirTran made after the market closed Tuesday.
Two of many things the board will consider, said Marisa Thompson, an equity analyst with Morningstar Inc., is whether an all cash deal is better than cash and stock.
Orlando, Fla.-based AirTran's latest bid in its two-year effort to take over Midwest was worth $16.25 a share in cash and stock, or about $445 million, when it was made. The deal offers Midwest shareholders $10 in cash and 0.6056 of a share of AirTran stock for each Midwest share, with its value depending on the price of AirTran shares.
AirTran shares took a dive Wednesday, falling 52 cents, or 5 percent, to $9.83. That brought the value of the bid down to $15.95 per share, or about $437 million. AirTran has said it is basing the deal on nearly 27.4 million shares.
But on Thursday, AirTran shares rose 14 cents, or 1.42 percent, to close at $9.97. That makes the deal worth about $16.04 a share, or $439 million.
TPG Capital, meanwhile, is offering $16 cash for each share. Based on the number of shares cited by AirTran, that would make TPG's offer worth $437.9 million. The private equity firm has not disclosed the number of shares it is basing its offer on.
Thompson said the board will have to consider the changing value of AirTran's offer as it weighs the two. One could argue that cash is more certain, and that could tip the scales against AirTran, she said.
"Just because they trumped the offer, doesn't mean that they've sealed the deal," she said.
Midwest shares were unchanged, closing Thursday at $14.70.
It's likely that TPG will raise its offer, Robert W. Baird analyst Craig Kennison said in a note to investors Wednesday.
Thompson agreed that could happen, but said TPG might have a more difficult time raising its bid because it's all cash.
Northwest Airlines, a passive partner in TPG, has said it would not participate in Midwest's management should the deal go through. It was not clear whether any airline operations would be combined. The Minneapolis-based airline is the second-largest carrier in Milwaukee.
Northwest shares were up 98 cents, or 6.57 percent, to close at $15.89.
Thompson said the board also will look at each bid's potential for combining airline operations and saving money.
AirTran's bid clearly presents more chance for that, she said.
But it also means that Midwest would lose its identity, something Midwest management has said it wants to avoid.
AirTran has argued that its combination with Midwest would create a national, low-cost carrier. Its AirTran Airways operates in the North and South while Midwest typically flies East and West. The two companies also have similar fleets, flying primarily Boeing 717s.
Midwest would lose its name under that deal. The TPG deal would allow Midwest to keep its name and its own management team.
Midwest has been tightlipped about the negotiations. Spokeswoman Carol Skornicka said in an e-mail on Wednesday that the company would not issue another comment until the board has made a decision. And there's no indication when that might be.
AirTran has been mum too, saying only it was glad the board reconsider its offer.
Both TPG and Northwest have declined to comment.
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