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 DALLAS, Dec. 13 /PRNewswire/ -- Southwest Airlines (NYSE: LUV) today announced that it has reached an agreement to acquire all of the outstanding stock of Morris Air in exchange for 3,574,658 shares of Southwest's common stock. It is presently anticipated that the share exchange transaction will close on Dec. 31, 1993, subject to receipt of Justice Department approval and fulfillment of all conditions precedent to closing.
 Herbert D. Kelleher, chairman, president and chief executive officer of Southwest Airlines, stated: "I am extremely pleased that the Morris family chose to contact Southwest to present this opportunity to us. We have long been admirers of the Morrises personally and of their achievements in creating, first, a successful and profitable charter service, and, secondly, a successful and profitable commercial airline.
 "The linkage of our two airline systems, which do not compete with one another, will enable the combination of Southwest and Morris to provide more low fare competition, more quickly, to a greater area of our country and to more American consumers. There can be no question -- this is a pro-competitive, pro-consumer joinder between our two companies.
 "Since our low fare and entrepreneurial philosophies and policies are identical; our methods of operation are very similar; and we fly the same type of aircraft, the 737-300, I am convinced that the transitional integration of Morris Air into Southwest over a period of several years will be substantially eased and facilitated. In addition, the great majority of permanent Morris Employees will be offered employment at Southwest, and Southwest will continue to maintain an operating presence and Reservations Center in Salt Lake City.
 "Finally, based upon the anticipated 1993 and projected 1994 profits of Morris Air, its acquisition is not anticipated to dilute, but, instead, to augment, the earnings per share of Southwest."
 June Morris, founder of Morris Air, said: "There will be many synergies between Morris Air and Southwest, which we chose as a model for our own commercial airline, and I am looking forward to working with Herb Kelleher and Southwest to bring about a successful, staged integration of our company into Southwest.
 "When, because of a combination of personal concerns and future business concerns, I and my family decided to consider selling our airline interests, we approached Southwest because it will carry forward our ideal of providing high quality, easily affordable air transportation to an ever growing number of Americans who both want and need such service.
 "Moreover, Southwest has agreed to offer employment to most of our permanent employees, who will join an airline which, over time, will increase their pay and benefits; which has been profitable for 20 consecutive years, while providing total job security and handsome employee profitsharing; and which has been selected as one of the 10 best companies to work for in America.
 "Southwest will also maintain a substantial air service and job presence in our home community of Salt Lake City and will provide financial strength and other resources currently unavailable to us. "We think the combination of Morris and Southwest will be extremely beneficial for competition; for our employees; for our customers; and for the continuance of the Morris Air philosophy of affordable service."
 Morris and Kelleher emphasized that the acquisition of Morris Air by Southwest Airlines will be transparent to Morris Air's customers and that existing and future reservations will be honored without any disruption whatsoever in the normal customer service and operations of Morris Air.
 Headquarr?s: Dallas
 Leadership: Herbert (Herb) D. Kelleher
 Chairman of the Board, President, and CEO
 Initial Service: June 18, 1971
 Fleet: 157 Boeing 737 jets
 Number of Employees: Over 14,000
 Stock Information: Common stock traded under "LUV" on the NYSE
 -- 1992 net income; $91 million
 -- 1992 Customers carried: 27.8 million
 -- 1992 load factor: 64.5 percent
 -- 1992 operating revenue: $1.69 billion
 -- 1992 total assets: $2.3 billion
 Cities served by Southwest (37): Albuquerque, Amarillo, Austin, Baltimore, Birmingham, Burbank, Chicago, Cleveland, Columbus, Corpus Christi, Dallas (Love Field), Detroit, El Paso, Harlingen, Houston (Hobby & Intercontinental), Indianapolis, Kansas City, Las Vegas, Little Rock, Los Angeles, Louisville, Lubbock, Midland/Odessa, Nashville, New Orleans, Oakland, Oklahoma City, Ontario (Calif.), Phoenix, Reno, St. Louis, Sacramento, San Antonio, San Diego, San Francisco, San Jose, Tulsa.
 Headquarters: Salt Lake City
 Leadership: June Morris - CEO
 Rick Frendt - Chairman of the Board
 David Neeleman - President
 Initial Charter: May 17, 1984
 Initial Scheduled Service: Dec. 2, 1992
 Fleet: 21 Boeing 737 jets
 Number of Employees: Approximately 2,000 (full and part-time)
 Stock Information: Privately held
 -- 1992 net income: $5.3 million
 -- 1992 operating revenue: $116 million
 -- 1992 total assets: $86.7 million
 (1992 charter service only)
 Cities served by Morris Air (22): Anchorage, Boise, Colorado Springs, Denver, Eugene, Fresno, Las Vegas, Laughlin, Los Angeles, Oakland, Orange County, Palm Springs, Phoenix, Portland, Reno, Sacramento, Salt Lake City, San Diego, San Jose, Seattle, Spokane, Tucson.
 -- Comparable low fares, low costs
 -- No assigned seating
 -- Both use plastic boarding cards
 -- Neither serve meals
 -- Similar culture
 -- Both have all Boeing 737 fleet
 -- Point-to-point service
 -- The airlines offer no common city pairs
 -0- 12/13/93
 /CONTACT: Ginger Hardage, 214-904-4524, or Ed Stewart, 214-904-4187, both of Southwest Airlines/

CO: Southwest Airlines; Morris Air ST: Texas IN: AIR SU: TNM

TW -- NY039 -- 3075 12/13/93 10:05 EST
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Publication:PR Newswire
Date:Dec 13, 1993

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