TIME: Almanac 1995

home *** CD-ROM | disk | FTP | other *** search

/ TIME: Almanac 1995 / TIME Almanac 1995.iso / time / 101689 / 10168900.028 < prev next >

Wrap

Text File | 1995-02-27 | 7.3 KB | 150 lines

<text id=89TT2691> <link 90TT1589> <link 89TT2825> <title> Oct. 16, 1989: Here Comes Donald, Duck! </title> <history> TIME--The Weekly Newsmagazine--1989 Oct. 16, 1989 The Ivory Trail </history> <article> <source>Time Magazine</source> <hdr> BUSINESS, Page 52 Here Comes Donald, Duck! </hdr><body> Can American Airlines fight off Trump's $7.5 billion raid? Nearly everyone saw an attacker on the horizon. The question was who it would be. For weeks the rumors swirled that someone might launch a takeover raid on American Airlines, the largest and most respected U.S. carrier. In August the board of American's parent company, AMR, bolstered its so-called poison-pill defenses by allowing management greater flexibility to issue new stock in order to make a takeover more expensive. The Fort Worth company also signed up the high-powered Wall Street firms Goldman Sachs and Salomon Brothers to develop a full-defense strategy. AMR even asked the New York Stock Exchange to investigate recent large trades in its stock, which caused volatile swings in its share price. Despite all the girding for an assault, the airline industry was rocked last week when a raider finally surfaced. It was New York City tycoon Donald Trump, who announced that he was offering $120 a share, or $7.5 billion, to take over the giant carrier. What had American done to deserve this? After all, AMR is widely regarded as the best run of the big U.S. airline companies. Under the aggressive leadership of chairman Robert Crandall, corporate revenues have more than doubled in the past six years, to $8.8 billion. Most impressive, the airliner built its modern fleet of 683 aircraft with relatively little borrowing. Against $2.6 billion in assets at the end of last year, AMR held a modest $1.2 billion in long-term debt. The size of Trump's bid drew gasps as well, since it was the most ever offered for an airline and was almost 50% higher than the price of AMR shares just before the bid. But the airline industry is in the grip of takeover fever. After fending off bids from Los Angeles oilman Marvin Davis, the management and employees of No. 2-ranked United in Chicago are attempting to take their company private for an estimated $6.7 billion. And last June an investor group led by Los Angeles financier Alfred Checchi paid $3.6 billion for No. 4-ranked Northwest Airlines. Of the four largest U.S. carriers, only No. 3, Delta, has yet to take a direct hit in the takeover wars. And its turn may come. While Trump's grandstanding is becoming a self-parody, his financial clout is undeniable. The King of the Deal already owns the prestigious Plaza Hotel in Manhattan and two hotel-casinos in Atlantic City. Last May he paid floundering Eastern Airlines $365 million for its East Coast shuttle service, renamed it the Trump Shuttle, and now controls at least 40% of the market, in contrast to 26% when he took over. Trump has made huge killings by buying stakes in companies and leading other investors to believe he had an interest in a buyout, only to sell out after the stock price rose. Among his targets have been Golden Nugget, Pillsbury and Federated Department Stores. But because he has made an outright offer this time, analysts tend to think this is no bluff. "If the bid weren't serious, it wouldn't be $120 a share," says Helane Becker of Shearson Lehman Hutton. Even so, American's Crandall is as tough as barbed wire and likely to unleash a counterattack to protect his company. Crandall has a proprietary attitude, having crafted the airline's go-go expansion since he became company president in 1980. He invented the frequent-flyer program and instituted the first supersaver fares. To cut labor costs, Crandall introduced a two-tier wage system under which younger hires were paid less than veteran workers. "Crandall won't give up easily," says an industry hand. "He sees American as his company. Trump's bid is a slap in his face." American's best defense seems likely to be an attack on the amount of debt needed to finance a takeover attempt. Trump, whose personal fortune is estimated at between $1 billion and $3 billion, has offered to put $1 billion of his own money into the deal. The rest would come from bank loans. Trump may get the money, but politicians and air-safety experts have alleged that highly leveraged carriers might be tempted to skimp on safety measures to maintain profits. AMR released a statement last week saying it "continues to believe that excess levels of debt in the airline industry are not in the public interest." Some industry watchers think American could turn to hometown partners for help. Rumor had it that certain members of the billionaire Bass family of Fort Worth might take a large friendly stake in the company, as they did to protect the Walt Disney Co. from a raid several years ago. Or Crandall might borrow money to create an Employee Stock Ownership Plan to achieve the same goal. American may also find an ally in Washington. Shaken by the upheavals at Northwest and United, which involved extensive foreign financing, the Senate Committee on Commerce, Science and Transportation approved a bill last week that would prevent any buyer from acquiring more than 25% of an airline without the explicit approval of the Commerce Secretary. When Senator Lloyd Bentsen learned of the attempt to buy American, the Texas Democrat prevailed on the Commerce committee to make the bill retroactive so that it would apply to the Trump bid. "The Congress must send a strong message that highly leveraged buyouts are not tolerable," said Kentucky Democrat Wendell Ford, who sponsored the bill along with Arizona Republican John McCain. "I don't want to wake up when all U.S. carriers have been leveraged and bought out," added Ford, "to decide that something should be done to regulate the buying and selling of major parts of our transportation network." Despite the firepower lined up on AMR's side, Trump has several factors in his favor. For one, an estimated 80% of AMR is owned by institutional investors, who generally show less loyalty to management than do individual shareholders. For another, AMR has not paid dividends to its shareholders since 1980, contending that the money would be better spent to build the company. In addition, AMR's board of directors can be removed by a simple majority vote of shareholders. Because Trump gave the company only until Oct. 20 to respond to his offer, he "has got them on a very short leash," says Owen Dowd, a senior vice president at the Wall Street firm of Oppenheimer & Co. "If he can succeed in removing the board, then he's won the game." On Wall Street the takeover speculators seem to think that the Trump-Crandall fight is too close to call. AMR closed at 103 3/4 on Friday, up 17 1/4 points for the week but 16 1/4 points below Trump's bid. Some speculators were not persuaded that Trump is serious about the bid. Despite his high profile, Trump as a businessman remains an enigma. Last week Playboy magazine disclosed that a clothed Trump may grace its cover early next year. Perhaps American Airlines is just another plaything for the man who has everything. </body></article> </text>