Atlantic Coast Amends Complaint

26th Nov 2003

PRNewswire-FirstCall DULLES, Va. Nov. 26 :

Atlantic Coast Airlines Holdings, Inc. (“ACA”) announced today that it has
amended its complaint previously filed in the United States District Court
for the District of Columbia against Mesa Air Group, Inc. (“Mesa”)
alleging, among other things, that Mesa and UAL Corporation (BULLETIN
BOARD: UALAQ) are in violation of federal antitrust law. Specifically the
claims include the following:
—United and Mesa acted in concert and conspired in violation of Section
1 of the Sherman Act to eliminate ACA as a low-cost competitor based at
Washington Dulles International airport, the 5th largest local travel
market in the U.S. with more than 40 million local passengers per year.
Under the Memorandum of Understanding (“MOU”) entered into between Mesa
and United on November 12, 2003, United has agreed to increase the fees
it pays to Mesa if Mesa`s nominees are elected to ACA`s board and
contract with United.

—Mesa`s attempt to take control of ACA to limit competition is in
violation of Section 7 of the Clayton Act.

ACA has simultaneously filed a motion for a preliminary injunction that
would, among other things, prohibit Mesa from moving forward with its
consent solicitation and from taking any other action to attempt to
acquire control of ACA or its Board of Directors.

ACA said, “The facts speak for themselves. United has made it clear that a
critical element to its emergence from bankruptcy is resolving its
contract negotiations with ACA and maintaining its presence at Dulles.
Remarkably, their solution was to collude with Mesa to eliminate a
competitor—United entered a written agreement with Mesa which pays Mesa
for doing nothing more than delivering ACA`s routes to United and
preventing ACA from competing independently as a low-cost carrier.”


Among other things, the amended complaint, as with the complaint
previously filed on October 28, 2003, alleges that Mesa made materially
false and misleading statements and omissions in violation of federal
securities laws in connection with its proposed consent solicitation and
potential exchange offer. Among other things, ACA alleges that Mesa has
failed to identify United Airlines, Inc. (“United”) as a participant in
the consent solicitation and in Mesa`s proposed transaction, and also has
omitted material information from its consent solicitation regarding (i)
Mesa`s financial position and its reason for proposing to acquire ACA;
(ii) questionable trading in Mesa stock by Mesa`s chairman and chief
executive officer and other Mesa insiders shortly before the announcement
of Mesa`s takeover proposal; (iii) the inappropriate short-swing trades in
which Mesa insiders have engaged; (iv) the self-dealing and lack of
independence of Mesa`s directors; and (v) the lack of independence of
several of Mesa`s nominees to ACA`s Board of Directors.
ACA currently operates as United Express and Delta Connection in the
Eastern and Midwestern United States as well as Canada. On July 28, 2003,
ACA announced plans to establish a new, independent low-fare airline to be
based at Washington Dulles International Airport. The Company has a fleet
of 148 aircraft-including a total of 120 regional jets-and offers over 840
daily departures, serving 84 destinations. ACA employs approximately 4,600
aviation professionals.

Statements in this press release and by company executives regarding the
unsolicited acquisition proposal by Mesa and other matters may contain
forward-looking information. A number of risks and uncertainties exist
which could cause actual results to differ materially from information
provided by the Company or its executives. These risks and uncertainties
include, among others, whether Mesa succeeds in its efforts to take
control of the Company through its proposed consent solicitation and to
acquire all of the outstanding shares of the Company`s common stock;
United`s option under bankruptcy rules to assume or reject the existing
United Express Agreement; the timing of any disengagement by the Company
as a United Express carrier under the United Express Agreement or pursuant
to bankruptcy court proceedings; and other impacts of the offer on the
Company`s operations. Other risks and uncertainties relating to the
Company`s business and operations include those referred to in the
Company`s Quarterly Report on Form 10-Q for the period ended September 30,
2003. These statements are made as of November 26, 2003 and the Company
undertakes no obligation to update any such forward-looking information,
including as a result of any new information, future events, changed
expectations or otherwise.



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