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AirTran Holdings, Inc., Announces Expiration of Hart-Scott-Rodino Waiting Period for Proposed Acquisition of Midwest Air Group
ORLANDO, Fla., Feb 15, 2007 — AirTran Holdings, Inc. (NYSE: AAI), the parent of AirTran Airways ("AirTran"), announced today that with respect to its proposal to acquire the stock of Midwest Air Group Inc. (Amex: MEH) ("Midwest"), the waiting period required under the Hart-Scott- Rodino Antitrust Improvements Act of 1976 has expired.
"The Department of Justice's determination not to challenge AirTran's acquisition of the stock of Midwest during the waiting period, is an important milestone on the path to combining AirTran and Midwest," said Joseph Leonard, chairman and chief executive officer of AirTran. "As we have frequently said, the combination of AirTran and Midwest is pro-competitive and the merger of our two airlines will create a stronger, more diversified airline, better able to withstand competition from other airlines, offer greater job security to employees and provide more service to the cities currently served by both airlines."
"We hope that, with this important milestone, the Board and management of Midwest will consider the benefits to their stakeholders and sit down with us to negotiate a definitive agreement," he said.
This document relates to the offer by AirTran Holdings, Inc. ("AirTran"), through its wholly owned subsidiary, Galena Acquisition Corp., to exchange for all of the issued and outstanding common stock and associated rights (the "Midwest Shares") of Midwest Air Group, Inc. consideration consisting of $6.625 in cash and 0.5884 of a share of AirTran common stock. The offer currently is scheduled to expire at 12:00 Midnight, New York City time on March 8, 2007, unless extended. AirTran and Galena have expressly reserved the right, in their sole discretion, to extend the period of time during which the offer will remain open. Any extension will be announced no later than 9:00 A.M., New York City time, on the next business day after the previously scheduled expiration date. This document does not constitute an offer to purchase or the solicitation of an offer to sell which is being made only pursuant to the Offer to Exchange and related Letter of Transmittal forming part of the registration statement referred to below. The information required to be disclosed by Exchange Act Rule 14d-6(d)(1) is contained in the Prospectus and is incorporated by reference. The offer to exchange is not being made to and nor will tenders be accepted from or on behalf of holders of securities of Midwest Air Group, Inc. in any jurisdiction in which the making of the offer or the acceptance thereof would not comply with the laws of such jurisdiction. In those jurisdictions in the United States where the securities, blue sky or other laws require the offer to exchange to be made by a licensed broker or dealer, the offer to exchange shall be deemed to be made on behalf of AirTran and Galena by Morgan Stanley & Co. Incorporated and Credit Suisse Securities (USA) LLC (the "Dealer Managers"), or by one or more registered broker or dealers under the laws of such jurisdiction.
AirTran has filed a Registration Statement (No. 333-139917) with the Securities and Exchange Commission on Form S-4 relating to the AirTran common stock to be issued to holders of Midwest shares in the Offer (the "Registration Statement"). The terms and conditions of the Offer are set forth in the prospectus, which is a part of the Registration Statement (the "Prospectus"), and the related letter of transmittal, which are exhibits (a)(1) and (a)(2) to the Schedule TO.
AirTran has announced its intent to nominate Messrs. John Albertine, Jeffrey Erickson and Charles Kalmbach for election to the board of directors of Midwest. In the future AirTran may file a proxy statement with respect to the proposed transaction and/or nomination of persons for election to the board of directors of Midwest. Investors and security holders are urged to read the Registration Statement and, when available, the proxy statement as well as any other relevant documents filed with the SEC, and any amendments or supplements to those documents, because they contain or will contain important information. Investors and security holders may obtain a free copy of the Registration Statement, the Schedule TO and, when available, the proxy statement and amendments and supplements to such respective documents at www.sec.gov. The Registration Statement, the Schedule TO and, when available, the proxy statement and such other documents and amendments and supplements to such respective documents may also be obtained free of charge from AirTran by directing such request to: Richard P. Magurno, Corporate Secretary, AirTran Holdings, Inc., 9955 AirTran Boulevard, Orlando, Fla., 32827 or to the information agent for this offering: Innisfree M&A Incorporated, 501 Madison Avenue, New York, N.Y. 10022.
In the event AirTran solicits proxies in connection AirTran and its wholly owned subsidiaries, Galena and AirTran New York, LLC and their respective directors and executive officers and each of Messrs. John Albertine, Jeffrey Erickson and Charles Kalmbach will be participants in the solicitation of proxies from the shareholders of Midwest. Information about the directors and executive officers of AirTran and their ownership of AirTran stock is set forth in the proxy statement for AirTran's 2006 annual meeting of shareholders, information about the directors and officers of Galena is set forth in the Offer to Exchange which is incorporated by reference in the Schedule TO, information with respect to the three nominees is set forth in Amendment No. 11 to the Schedule TO and, in each case, will be contained in the proxy statement to be mailed to the stockholders of Midwest. Investors may obtain additional information regarding the interests of such participants by reading the proxy statement when it becomes available.
AirTran Airways, a Fortune 1000 company and one of America's largest low- fare airlines with 8,000 friendly, professional Crew Members, operates more than 700 daily flights to 54 destinations. The airline's hub is at Hartsfield-Jackson Atlanta International Airport, where it is the second largest carrier. AirTran Airways' aircraft features the fuel-efficient Boeing 737-700 and 717-200 to create America's youngest all-Boeing fleet. The airline is also the first carrier to install XM Satellite Radio on a commercial aircraft and the only airline with Business Class and XM Satellite Radio on every flight. For reservations or more information, visit www.airtran.com (America Online Keyword: AirTran).
SHAREHOLDERS WITH QUESTIONS ABOUT HOW TO TENDER THEIR SHARES MAY CALL AIRTRAN'S INFORMATION AGENT: INNISFREE M&A INCORPORATED TOLL FREE AT (877) 456-3422 (FROM THE US AND CANADA) OR (412) 232-3651 (FROM OUTSIDE THE US AND CANADA). BANKS AND BROKERS CALL COLLECT: (212) 750-5833.