AC and TRZ Agree to Terminate Arrangement

[DanWEC]

No I don't know. I have seen people mention it, but I just searched through the agreement and there isn't any mention of "pandemic" so maybe you can repost what clause you mean here?

Ah, I edited my post as you responded. Sec 1.1. Page 11. Exclusions to Material Adverse Affect.

Here's the definition from pages 11 and 12, please point out where a "pandemic" is excluded from triggering the MAE clause in the contract.
...

As I mentioned, sorry, I was typing quickly, while driving, and drinking, without a seat belt on, on my way to a tightly packed room filled with moist talkers, and responding with a few of the posts above in my mind that incorrectly referenced the pandemic so I just spit out the term. Moistly.

Here is the relevant language:

"Material Adverse Effect" means any change, event, occurrence, effect, state of facts and/or circumstance that, individually or in the aggregate with other such changes, events, occurrences, effects, states of facts or circumstances is or would reasonably be expected to be material and adverse to the business, operations, results of operations, assets, properties,
financial condition, liabilities (contingent or otherwise) of the Corporation and its Subsidiaries, taken as a whole, except any such change, event, occurrence, effect, state of facts or circumstance resulting from or arising in connection with:

(e) any natural disasters, acts of war (whether declared), uprisings and civil unrest, acts of terrorism or sabotage and outbreaks of disease, including in each of the aforementioned cases, any escalation or worsening thereof;

but, in the case of clauses (a) through to and including (e) above, only to the extent that any such change, event, occurrence, effect, state of facts or circumstances does not have a materially disproportionate effect on the Corporation and its Subsidiaries, taken as a whole, relative to other entities operating in the airline industry or the segments of the travel, hotel and tourism industries in which the Corporation and its Subsidiaries operate; and references in certain sections of this Agreement to dollar amounts are not intended to be, and shall not be deemed to be, illustrative or interpretative for purposes of determining whether a Material Adverse Effect has occurred.

[altiplano]

Is a pandemic the same an outbreak of disease?

[DanWEC]

Was it an outbreak of muppets??

One thing is for sure, I think pilots acting like lawyers is just as bad as a lawyer trying to land a 777. My expertise ends with lsat study and traffic court.

It's about the company merger, and pilots are just a small, small factor. None of this is about pleasing us.

[JoeyBarton]

The truth lies in what Fanblade has said. Mainline shrinks, LLC and regionals shrink.
CR also mentions it will be completed second half of 2020. Is Transat still going to be around in 6 months? In what shape?

[altiplano]

You mentioned it - the pandemic clause. But there isn't a pandemic clause.

That argument over interpretations aside though, the MAE clause certainly seems applicable if perhaps open to interpretation.

The lawyers will no doubt have to sort it out.

[FL320]

Is Transat still going to be around in 6 months? In what shape?

Yes - in the same shape as today; except it will be property of Air Canada. We will become a big family pretty soon! just watch

[FL-280]

Lets see if all those conditions and approvals are met lol... you know AC can exit the deal on the pandemic basis alone right? If ac doesnt want ac wont buy it

Actually false, and completely the opposite. There is a pandemic clause in the contract that prevents it.

Where is the pandemic clause?

I don't see "pandemic" mentioned once if I search the agreement.

Or is it only in the French version?

You dont see pandemic because it aint covered. The WHO defines very clearly the difference between outbreak, epidemic, pandemic. The question lies with “ worsening thereof” ... who the hell knows.

[FL-280]

Is Transat still going to be around in 6 months? In what shape?

Yes - in the same shape as today; except it will be property of Air Canada. We will become a big family pretty soon! just watch

After 4 - 5 years of arbitration, sure.

[timeflies]

.

[Bornaflyer]

CEWS will only delay the inevitable : once funds are depleted, and unless the govt extends the program, Transat will not have enough money to survive one month of operating with 0 flights. Bankruptcy will prevail. They will then owe AC the fee by bailing out as they will have declared bankruptcy, and the transaction will not be able to go through. Why do you think CR mentions midway through next year? Fully planning on scalpelling what's left of the fleet. The memo is clearly dated weeks ago if not in February as there is NO mention of covid 19, and of new routes they will be recently starting
Seriously ??.
I wouldn't put much weight into it .

[160tonoaha]

CEWS will only delay the inevitable : once funds are depleted, and unless the govt extends the program, Transat will not have enough money to survive one month of operating with 0 flights. Bankruptcy will prevail. They will then owe AC the fee by bailing out as they will have declared bankruptcy, and the transaction will not be able to go through. Why do you think CR mentions midway through next year? Fully planning on scalpelling what's left of the fleet. The memo is clearly dated weeks ago if not in February as there is NO mention of covid 19, and of new routes they will be recently starting
Seriously ??.
I wouldn't put much weight into it .

I sure as hell hope I never board a flight you’re operating.

Next year? Second half of 2020 is hardly next year. Let me guess, you fly heading 360 when given a turn to heading 160 right? Hope you’re not on the CANUC4 for the 8’s during imc.

Transat has a billion dollars in cash. They will be around for a while at a burn rate of 30 million per month.

Don’t worry you will all be fist bumping each other in honour of S.R. when you say bye at Viscount.

For the ones saying Calin will respect scope. What happens if he doesn’t? It’s not like AC pilots can strike. You’ll have to grieve it and sort it out in court while transat operates.

Honestly, what leg do you have to stand on if Calin doesn’t follow your agreement? Anything you do will take years to solve by selling your strike rights away.

[altiplano]

Rovinescu has already said he will honour ACPAs agreement.

And Transat does not have a billion dollars...

We'll see what happens. No way the deal goes through as was drafted.

[FL320]

CEWS will only delay the inevitable : once funds are depleted, and unless the govt extends the program, Transat will not have enough money to survive one month of operating with 0 flights. Bankruptcy will prevail. They will then owe AC the fee by bailing out as they will have declared bankruptcy, and the transaction will not be able to go through. Why do you think CR mentions midway through next year? Fully planning on scalpelling what's left of the fleet. The memo is clearly dated weeks ago if not in February as there is NO mention of covid 19, and of new routes they will be recently starting
Seriously ??.
I wouldn't put much weight into it .

Don’t be pessimistic; the deal will go through. Furthermore Transat/AC as a team will also get all the money they need from the government -to be announced soon- to survive (like Trump did yesterday with their airlines)
People do not want AT to go bankrupt, AT does not want to go bankrupt, government does not want AT to go bankrupt: AT won’t go bankrupt; so C.R wants AT.

[indieadventurer]

can someone post the actual statement by CR?

CR wrote

If all approvals are obtained and conditions met, we expect the transaction to close in the second half of 2020.

That’s what’s got some people very worked up.

[172cptn]

Hopefully lube will be easier to find than hand sanitizer....

[Thorjones]

For all those AC peeps cheering for this deal to tank...

Maybe buy some trz stock? If the deal goes through you're making a pretty penny

If the deal tanks you keep the Trz guys off your list....for now


Win-win

[Daniel Cooper]

Or buy AC stock. Deal goes through it goes up. Deal doesn't go through it goes up. Win-Win-Win

[160tonoaha]

Rovinescu has already said he will honour ACPAs agreement.

And Transat does not have a billion dollars...

We'll see what happens. No way the deal goes through as was drafted.

Actually altiplano, yes they do.

Just shy of 600 million in liquid cash, and 400 some
Million in cash reserves for non liquid transactions.

At 18/share AC is still getting money back for buying transat.

As for your comment about what Cr said, that was all pre covid 19. If you want to make the assertion that pre covid 19 commitments are being re drafted such as the agreed upon price, I suppose consistency would dictate that so could his versed commitment to his pilot group.

Back to my question, what leg do you have to stand on if he doesn’t follow what he promises ?

[altiplano]

Article 1 of an 80+ year collective agreement. AC Pilots own AC flying, if the corporation violates scope, they will lose, they will pay, and CR knows it, and he isn't going to do it.

I think it's funny you seem to be chomping at the bit to go scabbing and get AC flying transferred to you after your own airline has shut down. Assuming the transaction happens, why wouldn't you just want to negotiate/arbitrate a fair SLI?

[NotDirty!]

For the ones saying Calin will respect scope. What happens if he doesn’t? It’s not like AC pilots can strike. You’ll have to grieve it and sort it out in court while transat operates.

Honestly, what leg do you have to stand on if Calin doesn’t follow your agreement? Anything you do will take years to solve by selling your strike rights away.

There is industrial action short of a strike that can be taken, not to mention I wouldn’t write off the potential to strike for ACPA, should the collective agreement be opened in such a way.