US Airways 2005 Annual Report Download - page 32

Table of Contents
These provisions are not intended to prevent a takeover, but are intended to protect and maximize the value of US Airways Group's stockholders' interests.
While these provisions have the effect of encouraging persons seeking to acquire control of our company to negotiate with our board of directors, they could
enable our board of directors to prevent a transaction that some, or a majority, of our stockholders might believe to be in their best interests and, in that case,
may prevent or discourage attempts to remove and replace incumbent directors. In addition, US Airways Group is subject to the provisions of Section 203 of
the Delaware General Corporation Law, which prohibits business combinations with interested stockholders. Interested stockholders do not include
stockholders, such as our new equity investors, whose acquisition of US Airways Group's securities is approved by the board of directors prior to the
investment under Section 203.
Our charter documents include provisions limiting voting and ownership by foreign owners.
Our amended and restated certificate of incorporation provides that shares of capital stock may not be voted by or at the direction of persons who are not
citizens of the United States if the number of such shares would exceed 24.9% of the voting stock of our company. In addition, any attempt to transfer equity
securities to a non-U.S. person in excess of 49.9% of our outstanding equity securities will be void and of no effect.
Item 1B. Unresolved Staff Comments
None.
Item 2. Properties
US Airways Group Flight Equipment
In connection with the merger, US Airways Group negotiated reductions to its existing fleet so that the fleet of the combined company better matches
aircraft size with consumer demand. As a result of the integration of US Airways and AWA, US Airways Group is expected to operate a mainline fleet of
approximately 354 aircraft at the end of 2006 (supported by approximately 240 regional jets and approximately 103 turboprops that provide passenger feed
into the mainline system), down from a total of 411 mainline aircraft operated by the airlines prior to the merger. During 2006, US Airways Group projects
removing 22 aircraft and adding five aircraft to the mainline fleet. During February and March 2006, US Airways Group removed two Boeing 737-300
aircraft from the fleet. In February 2006, US Airways Group took delivery of two A319 aircraft previously ordered by AWA. Airbus has also agreed to
reschedule 30 narrow-body A320-family aircraft deliveries from the 2006 to 2010 period to the 2009 to 2010 period, which represented the combined
commitment of AWA and US Airways prior to the merger. To modernize its international product and improve the efficiency of its international network, the
merged company will begin accepting deliveries of A350 aircraft in 2011.
As of December 31, 2005, US Airways Group had the following jet and regional jet aircraft:
AWA
Owned/
A/C Type Avg. Seats Mortgaged Leased Total Avg. Age
737-300 133 — 35 35 17.8
A319 124 — 37 37 4.7
A320 150 — 56 56 8.6
757-200 190 — 13 13 19.2
Total 143 — 141 141 10.8
26