AirTran pursues Midwest shareholders

25th Jan 2007

AirTran Holdings has announced that
Joe Leonard, AirTran’s Chairman and Chief Executive Officer, has sent a letter
to shareholders of Midwest Air Group comparing the strengths of
AirTran’s offer to the prospects of Midwest’s standalone plan.The complete
text of the letter is set forth below:
  January 24, 2007

  Dear Midwest Shareholder,
  We recently sent you information about AirTran Holding Inc.‘s offer to
exchange $13.25 of value in cash and AirTran stock for each share of
Midwest Air Group that you own. As we recommended in an earlier letter,
please review the documents carefully and thoroughly because your decision
will ultimately determine the future of Midwest. (These materials are also
available at
  As you know, we have tried our best to discuss with Midwest the merits
of combining our two companies to the benefit of our respective
shareholders, employees, customers and the communities we serve, but to no
avail. Thus, we were left with no choice but to bring our offer directly to
you and provide you the opportunity to act in your own financial interests.
  There are a few key items to focus on when weighing the strength of the
AirTran proposal versus the prospects of the Midwest standalone plan. The
Midwest plan is heavily reliant on a continued benign competitive
environment, growth with older and less efficient aircraft and regional
jets, favorable fuel prices and higher average fares; all of which makes
Midwest vulnerable to competition. What their plan doesn’t do is address
their vulnerabilities, specifically their revenue concentration (58% of
their revenue is in their top 20 markets) and their aging fleet issues
which they are compounding with the addition of outsourced regional jets
and two more used MD80 aircraft. This plan simply doesn’t produce
significant growth or prepare them to compete effectively in the future.
  By contrast, the AirTran proposal addresses each of these issues and
provides the revenue diversity, cost structure, aircraft and other benefits
that Midwest, its constituents in Milwaukee and Kansas City, its employees
and most important, you, the shareholder need and deserve. We believe the
combination of AirTran and Midwest will create a highly efficient airline
with a broad national network and quality product that can compete with any
airline. The AirTran fleet plan will provide both the means to improve the
efficiency of the current Midwest network and to expand service at
Milwaukee and Kansas City with brand new Boeing 737-700s which have the
ability to reach any point in North America from either hub.
  Now it’s your chance to have your voice heard by the Midwest Board and
Management: tell them you want them to enter into negotiations with
  You can deliver that message by tendering your shares pursuant to our
  If you have any questions about AirTran’s offer, we urge you to contact
your broker, banker, or other financial advisor, or Innisfree M&A
Incorporated, which is assisting us, at (877) 456-3422.

  Joe Leonard
  Chairman and
  Chief Executive Officer


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