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The Honolulu Advertiser

Posted at 11:37 a.m., Thursday, September 16, 2004

RC Aviation strengthens bid to take over Hawaiian

By Dan Nakaso
Advertiser Staff Writer

RC Aviation, LLC strengthened its bid to take over Hawaiian Airlines today with the announcement that it will buy Boeing Capital Corp.'s claims in Hawaiian's bankruptcy.

RC Aviation, LLC today announced that it would buy Boeing Capital Corp's claims against Hawaiian Airlines in bankruptcy court. The decision is likely to strengthen the company’s bid to take over Hawaiian.

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BCC is the largest of three companies that lease planes to Hawaiian and is Hawaiian's biggest creditor.

The announcement came less than a week after BCC and Corporate Recovery Group LLC withdrew their own plan to reorganize Hawai'i's largest airline.

Hawaiian's bankruptcy trustee, Josh Gotbaum, also announced today that Hawaiian has reached a new agreement to lease 11 Boeing 717-200 planes for interisland flights and three Boeing 767-300ER jets for transpacific flights.

The inability of Hawaiian to negotiate $20 million worth of reductions from Boeing was cited as the major reason why Hawaiian filed for federal bankruptcy protection in March 2003. Gotbaum did not disclose the terms of the new agreement.

Gotbaum said he will ask the U.S. Bankruptcy Court to approve the agreement by Sept. 30.

"This agreement is good for both Hawaiian Airlines and Boeing," Gotbaum said. "It means we have the aircraft we need at lease rates we can afford. It's another important step toward Hawaiian's successful exit from bankruptcy."

Scott Scherer, BCC's vice president and general manager-aircraft financial services, said: "We reviewed a number of plans to reorganize Hawaiian Airlines and found the plan proposed by RC Aviation and the trustee to be a comprehensive financial solution that strikes a good balance among the interests of Hawaiian Airlines, Boeing Capital and all other stakeholders. We look forward to Hawaiian's prompt emergence from bankruptcy and to continuing our long and valued relationship with the airline."

The joint BCC-CRG plan would have included Bruce Nobles, Hawaiian's former CEO and at one point was considered a strong contender to take over Hawaiian Airlines.

Then RC Aviation bought a stake in Hawaiian's parent company, Hawaiian Holdings Inc., and won the endorsement of Gotbaum and Hawaiian's creditors committee, becoming the front runner to restructure Hawai'i's largest airline.

RC Aviation's plan would fully repay creditors through a $160 million investment. The bankruptcy court will consider RC Aviation's disclosure statement on Oct. 5.

"Reaching a mutually beneficial arrangement with Boeing should facilitate a quick emergence from Chapter 11 and enhance the long-term relationship between Hawaiian and Boeing," said Lawrence Hershfield, RC Aviation's managing member and the CEO of Hawaiian Holdings.

Hawaiian previously negotiated leases with its other aircraft lessors — Ansett Worldwide Aviation Services, which owns seven Boeing 767-300ER planes flown by Hawaiian; and International Lease Finance Corp, which owns four 767-300ER aircraft operated by Hawaiian.

Reach Dan Nakaso at dnakaso@honoluluadvertiser.com or at 525-8085.