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northwest airlines pension plan phone number

Several commenters requested that Northwest provide for enhanced communication with the Plan participants concerning the Exemption Transactions. This exemption is effective as of January 15, 2003. In this event, a majority of the independent directors may require a fairness opinion from a nationally recognized investment banking firm. As the Plans' independent fiduciary, Fiduciary Counselors must act prudently and in the interests of the Plans and their participants. The Independent Fiduciary negotiated the terms of the Put Option which provide downside protection by permitting the Plans to sell the Pinnacle Stock back to Northwest for the greater of the original value at which it was credited to the funding standard account or its fair market value at the time it is sold back to Northwest. In addition, Northwest shall provide it with copies of any amendments to the credit agreement. 3. 03-21162 Filed 8-18-03; 8:45 am], updated on 4:15 PM on Wednesday, January 18, 2023, updated on 8:45 AM on Wednesday, January 18, 2023. For ease of reference, Northwest refers to the Employee Stock Plan, but the factual discussion of the Series C Preferred Stock remains accurate after the merger with the Northwest 401(k) plans. In 1994 through 1997, Northwest made annual contributions of Series C Preferred Stock to the Employee Stock Plan for the benefit of employees represented by the IAM and IBT (the other labor groups had converted their right to receive Series C Preferred Stock into Common Stock under the Special Conversion Option described below). Press "0" to be connected with the Employee Service Center. At the time the voluntary contribution is made to the Pilot Plan, Northwest also will contribute Pinnacle Stock to the Salaried Plan in an amount such that the amount of the Pinnacle Stock held by the Salaried Plan equals the required minimum funding contribution due under ERISA and the Code on September 15, 2003. It is the view of the Department that acceptance of an in-kind contribution is a fiduciary act subject to section 404 of ERISA. On April 10, 2003, Northwest submitted additional documentation to the Department in connection with the January 15, 2003 contribution of Pinnacle Stock to the Contract Plan (April 10 Submission Documents). On August 1, 2003, in response to the Department's questions concerning the legal restrictions that prevented Northwest from repurchasing the Series C Preferred Stock and whether these legal restrictions were tied to Northwest's financial condition, Northwest explained that in making the Series C stock repurchase decision, the board of NWA Corp. was subject to a Delaware law that applies only to NWA Corp.'s repurchase of its own stock. Such techniques were employed by Fiduciary Counselors and Eclat in this circumstance. The third expert then determines which of the two assessed values should be assigned to such non-cash consideration. The Independent Fiduciary was also advised on the requirements of the U.S. Department of Transportation regarding restrictions on directors of airlines. About the Federal Register Total cost is only $ 299.00. The hearing on the Proposed Exemption was held on May 5 and 6, 2003 at the Department of Labor (the Hearing). Eclat furnished to the Independent Fiduciary its report and opinion as to the value of the contributed Pinnacle Stock at the time of the Initial Contribution on January 15, 2003 (January 15, 2003 Valuation). Northwest noted that, as reflected in the Term Sheet, Fiduciary Counselors will determine the fair market value of the Pinnacle Stock contributed to the Plans on an annual basis and in advance of each contribution to the Plans. Northwest asserts that, while the Department has required collateral for some similar exemptions in the past, it has not required collateral in all cases. In addition to determining the value of Pinnacle Stock at the time of a proposed contribution, the Independent Fiduciary will provide an annual written valuation of the per share value of all Pinnacle Stock held by the Plans as of each December 31 and at any time the Independent Fiduciary exercises the Put Option described below. This exemption is conditioned upon adherence to the material facts and representations described herein and upon satisfaction of the following requirements: (a) The Plans acquire the Pinnacle Stock through one or more contributions by Northwest during the calendar years 2003 and 2004; (b) An independent qualified fiduciary (the Independent Fiduciary), acting on behalf of the Plans, represents the Plans' interests for all purposes with respect to the Pinnacle Stock, and determines, prior to entering into any of the transactions described herein, that each such transaction, including the contribution of the Pinnacle Stock, is in the interests of the Plans; (c) The Independent Fiduciary negotiates and approves the terms of any of the transactions between the Plans and Northwest that relate to the Pinnacle Stock; (d) The Independent Fiduciary manages the holding and disposition of the Pinnacle Stock and takes whatever actions it deems necessary to protect the rights of the Plans with respect to the Pinnacle Stock; (e) The terms of any transactions between the Plans and Northwest are no less favorable to the Plans than terms negotiated at arm's-length under similar circumstances between unrelated third parties; (f) The Independent Fiduciary determines the fair market value of the Pinnacle Stock contributed to each plan as of the date of each such contribution. Northwest represents that, if the Independent Fiduciary determines that the Pinnacle Stock previously contributed to the Plans was worth less at the time of the contribution than the amount attributed to it at the time of the contribution, Northwest shall contribute additional Pinnacle Stock or cash in amounts sufficient to make up the shortfall. The description of Northwest's right of first refusal with respect to Pinnacle Stock is accurate; however, if the Plans negotiate the sale of Pinnacle Stock to a third party for non-cash consideration, the Omnibus Agreement includes a specific valuation mechanism with respect to such consideration. The Pilot Plan and its participants benefit from the voluntary contribution by providing an early contribution of an asset with significant Start Printed Page 49806value to more adequately fund the benefits promised under the Pilot Plan. Accordingly, the fiduciaries of a plan must act prudently, solely in the interest of the plan's participants and beneficiaries, and with a view to the need to diversify plan assets when deciding whether to accept an in-kind contribution. Based on the Eclat and AIC valuations, the Independent Fiduciary determined that the contribution of 1,938,000 shares of Pinnacle Stock should be valued at $43,821,894 as of January 15, 2003, the date the contribution occurred. The Public Inspection page Northwest represents that the final terms of the Omnibus Agreement reflect the fact that Fiduciary Counselors has represented the Plans' interests. Section 7.2(b) of the Omnibus Agreement requires only that the appointment of a new CEO be approved by a majority of Pinnacle's board (excluding the Northwest Director), and does not make reference to the compensation of Pinnacle's CEO. In addition, Fiduciary Counselors negotiated comprehensive voting and governance rights specifically for the Plans under the Omnibus Agreement. AP/World Wide Photos 88044 32PG_3 .qxd:Fall 2006_09_28_06.qxd 6/27/07 11:55 AM Page 29 Fiduciary Counselors' duties also include the discretionary authority to manage the Pinnacle Stock as investment manager. Northwest has from 30 to 180 days to settle the option. By letter dated March 3, 2003, Northwest described the Northwest contribution of Pinnacle Stock made to the Contract Plan on January 15, 2003 (the March 3 Comment). documents in the last year, 28 documents in the last year, by the International Trade Commission (Pinnacle Stock) to the Plans by Northwest Airlines, Inc. (Northwest), a party in interest with respect to such Plans; (2) the holding of the Pinnacle Stock by the Plans; (3) the sale of the Pinnacle Stock by the Plans to Northwest; (4) the acquisition, holding, and exercise by the Plans of a put option (the Put Option) granted to the Plans by Northwest; and (5) the guaranty to the Plans by Northwest Airlines Corporation (NWA Corp.) of Northwest's obligation to honor the Put Option (the Exemption Transactions). The Contract Plan, the Salaried Plan and the Pilot Plan will have the same registration rights provided in the Omnibus Agreement dated January 15, 2003 between Pinnacle Airlines Corp., Northwest and Fiduciary Counselors. Signed at Washington, DC this 14th day of August 2003. The Proposed Exemption further required that the independent fiduciary obtain expert valuation advice from an independent valuation firm. 4. In addition, section 404(a)(1)(C) requires that fiduciaries diversify plan investments so as to minimize the risk of large losses, unless under the circumstances it is clearly prudent not to do so. 1. As of December 31, 2002, the carrier had taken possession of 51 regional jets. (j) A description of all of the factors taken into account in making the valuation, including any restrictions, understandings, agreements or obligations limiting the Plans' ability to dispose of the stock. The Independent Fiduciary negotiated a comprehensive set of governance rights accorded to the Plans as a condition of acceptance of Pinnacle Stock. 4. Northwest Airlines Retirees . In valuing Pinnacle Stock, the Independent Fiduciary specifically applied a 15% liquidity discount and a 5% discount to take into account that, for some period, the Plans would be a minority shareholder. Since Northwest was prohibited from investing the Pilot Plan's assets in employer stock, the Pilot Plan at that time, did not participate in the investment fund. The Department notes that the Preamble to the Proposed Exemption stated that either party may terminate the Independent Fiduciary Agreement for any reason upon 60 days notice and that the Agreement may be terminated immediately for cause. The Employee Stock Plan is a profit sharing plan that is tax qualified under section 401(a) of the Code and subject to ERISA. Browse deals and discounts on Northwest Airlines airfares, check flight status for departure and arrival times, and book available dates for low-cost tickets for your trip. northwest airlines pension plan phone number. Read Our Story Our Approach However, the Omnibus Agreement revises this provision to provide that, if Pinnacle Stock is publicly traded, the Deferral will be reduced, in each case, by thirty days except that in no event shall Northwest have less than a 30 day Deferral in which to close the transactions contemplated by the Put Option. [3] Through reduced employment levels and other cost-cutting measures, Northwest has been able to minimize the ongoing impact of reduced revenue levels, which the Independent Fiduciary believes are likely a permanent change in the industry. Effective December 31, 1978, section 102 of Reorganization Plan No. During the Hearing, the Department asked Northwest to provide information concerning the funded status of the Pilot Plan, Contract Plan and Salaried Plan at the end of 2002. On July 23, 2003, Northwest confirmed to the Department that the modifications to the ASA referred to in the Proposed Exemption have been made. In its deliberations, which included its analysis of all aspects of the transactions, the Independent Fiduciary has consistently represented for the record that no contribution of Pinnacle Stock will be accepted on behalf of the Plans unless such transactions are found by the Independent Fiduciary to be in the interests of the Plans. The Additional Initial Contribution served to provide the Plans with added protection until Northwest obtained written assurances from the bank lenders that the Put Option does not violate the Credit Agreement. (This is not a toll-free number.). 2. Retiree Pass Travel To access paycheck receipts (stubs), W-2's, and 1099's go to the DeltaNet for Alumni home page and click "Self Service" on the white menu bar, then click "My Money". The Independent Fiduciary represents that the description of the valuation by Eclat Consulting (Eclat) of Pinnacle in the Proposed Exemption commencing in the second column of 68 FR 2580 (the Eclat Report) should be updated to reflect Eclat's valuation of Pinnacle as of January 15, 2003. The board noted that the company's obligation to the holders of the Series C Preferred Stock continues until Northwest has the ability to repurchase the Series C Preferred Stock. (i) An analysis of Pinnacle's financial condition and earning capacity. 2. Plan beneficiaries may also contact FSCO staff by telephone at (416) 226-7776 or toll-free at 1-800-668-0128, if they require assistance in finding this information. In addition, a fiduciary must act for the exclusive purpose of providing benefits to participants and beneficiaries; must act prudently; and must diversify the investment of plan assets to minimize the risk of large losses, unless under the circumstances it is clearly prudent not to do so. Northwest guarantees the principal attributable to the investment in Pinnacle Stock. Northwest ended the 3rd quarter with over $2.5 billion in cash and short-term receivables. are not part of the published document itself. As of December 31, 2002, 4.3 million shares of Series C Preferred Stock have been converted into Common Stock and the remaining Start Printed Page 498044.8 million shares outstanding are convertible into 6.6 million shares of Common Stock. Eclat used the Black-Scholes option-pricing model to determine the value of the Put Option. Comment: Several commenters expressed concern that the exemption would expose the Plans to increased underfunding in the future. The IF Report states that Eclat expects that low-cost carriers will expand and gain share in the future but feels that Northwest is in the best shape of any network carrier to compete. The Master Trust, all pension assets are, $4,146,038,000. The Independent Fiduciary reports that it negotiated the following additional requirements. These tools are designed to help you understand the official document (5) The guaranty to the Plans by Northwest Airlines Corporation of Northwest's obligation to honor the Put Option. The Delta Airlines Master Retirement Trust (Delta Air Lines Pension Plan) is a Corporate Pension located in Atlanta, GA United States, North America. In addition, changes to the ASA and other significant transactions must be approved by a majority of Pinnacle's directors, which majority must include the Plans' director. The Independent Fiduciary represents that after extensive negotiations during November and December, 2002, and January, 2003, Fiduciary Counselors and Northwest, along with Pinnacle and NWA Corp., Northwest's ultimate parent company, entered into an Omnibus Agreement, dated January 15, 2003, which sets forth the terms and conditions pursuant to which Fiduciary Counselors will accept the Pinnacle Stock (the Contribution).[6]. Northwest Response: Northwest responded that Northwest recognizes that it and the airline industry face significant financial challenges. Northwest states that, in this regard, some refinements were made to the provisions of the Term Sheet when the parties negotiated and entered into the final Omnibus Agreement (executed on January 15, 2003). Participants and beneficiaries of the Plans stand to benefit from an IPO of the Pinnacle Stock. (k) A statement of past transactions involving Pinnacle Stock, including dates, amounts, price, and whether the transactions were at arms-length, as well as a description of any attempts to buy or sell Pinnacle Stock over the last five years, including a description of any previous plans for initial public offerings. 3. The ASA provides a range of revenues to be paid by Northwest to Pinnacle, and Eclat valued the Company based on the minimum revenues, which would result from the ASA. It is not an official legal edition of the Federal An Initial Contribution was made in the amount of $41,149,911. As a result of instructions given to State Street, after the contribution was made to the Investment Fund, the Contract Plan owns 83.5% of the Investment Fund, while the Salaried Plan owns 16.5% of the Investment Fund. The Department wishes to clarify that any replacement Independent Fiduciary must be acceptable to the Department and must assume its responsibility prior to the effective date of the removal of the predecessor Independent Fiduciary. (a) The term independent fiduciary means a fiduciary who is: (1) independent of and unrelated to Northwest and its affiliates, and (2) appointed to act on behalf of the Plans for all purposes related to, but not limited to, (A) the in-kind contribution of the Pinnacle Stock by Northwest to the Plans, (B) the holding of the Pinnacle Stock by the Plans; (C) the acquisition, holding, and exercise by the Plans of the Put Option, and (D) any sale of the Pinnacle Stock by the Plans. Additionally, Northwest notes that the Letter Agreement between Northwest and ALPA relating to a voluntary contribution of Pinnacle Stock would provide ALPA with a role in reviewing and approving the termination, and any replacement, of the independent fiduciary. Any change to the ASA, including any early termination of the ASA by Pinnacle, must be approved by a majority of Pinnacle's independent directors, which majority must include the director designated by the Plans. Northwest has entered into a 10-year ASA with Pinnacle through 2012 that provides substantial value. Please specify which news release when placing your request. As soon as possible after receipt of the Benefit Enrollment Worksheet In this regard, Northwest believes that this provided even more favorable terms for the Plans than those reflected in the Term Sheet.[2]. In connection with the change in ownership of Fiduciary Counselors, Fiduciary Counselors and AIC have agreed that future payments will be allocated in the same proportions. Northwest represents that the amount of shares necessary to satisfy the required contribution was based upon a final valuation of Pinnacle by Fiduciary Counselors, relying on a valuation report prepared by Eclat Consulting. Document Drafting Handbook See Omnibus Agreement at section 8.2. how long to keep medicare statements after death; Northwest may not terminate Fiduciary Counselors as the Independent Fiduciary without the consent of ALPA and may not appoint a new Independent Fiduciary without the consent of ALPA. (1) Any person directly or indirectly through one or more intermediaries, controlling, controlled by, or under common control with the person; (2) any officer, director, employee, relative, or partner in any such person; and. NORTHWEST AIRLINES INC. 2700 Lone Oak Pkwy. The Delaware law applicable to the repurchase of the Series C stock requires the Board to make a finding that NWA Corp. has adequate surplus, defined as the net asset value of the corporation in excess of its capital. At that time, the Pilot Plan did not participate in the Pinnacle Stock Investment Fund.[4]. In this regard, the Department wishes to note that Northwest has not requested, and the Department is not providing, any relief for any contribution of Pinnacle Stock that, when aggregated with any employer securities and employer real property currently held by any of the Plans, represents more than 10 percent of the value of that Plan's assets. Once the Plans own 50% of the Pinnacle Stock, the Plans' director will exercise additional approval rights relating to the company's bylaws and capital structure. and services, go to (i) The Plans incur no fees, costs or other charges as a result of their participation in any of the transactions described herein. offers a preview of documents scheduled to appear in the next day's In this Issue, Documents Northwest will make a voluntary contribution to the Pilot Plan on or before September 15, 2003 so that the funded current liability percentage for the Plan is at least 80% for the 2003 Plan Year. Fiduciary Counselors also obtained a determination from Northwest's Pension Investment Committee that the holding of Pinnacle Stock would not impair the liquidity of the Plans and that the Plans would be able to pay benefits and expenses when due. According to Northwest, the Omnibus Agreement provides the Plans substantial investment risk protection, protection that would not be available to the Plans when investing in securities with similar risk and return characteristics. Several commenters asked whether the Plan trustees should decide when to initiate a public offering since the Plans will own a majority of Pinnacle Stock. 3. Register documents. In addition, U.S. Airways has recently signed an agreement with Mesa for more regional aircraft. In addition, the fiduciary obligation to act prudently requires, at a minimum, that the independent fiduciary conduct an objective, thorough, and analytical critique of the valuation. developer tools pages. Dated 2009. Eagan, MN 55121-1534. Pursuant to the terms of the Omnibus Agreement, Northwest contributed Pinnacle Stock to the Contract Plan. The allocation method made pursuant to the Letter Agreement will result in a modest change in the percentage of the Contract and Salaried Plans' assets invested in Pinnacle Stock compared to the ratable allocation contemplated by the Proposed Exemption. Accordingly, based upon the representations made by the Applicant, the written comments received in response to the Proposed Exemption, the record of the public hearing, and the analysis conducted by the Independent Fiduciary, the Department has determined to grant the exemption. The Independent Fiduciary retained an independent, expert airlines valuation firm, Eclat, to provide valuation services. Start Printed Page 49801. Learn about Northwest Airlines Pension Plan, including a description from the employer, and comments and ratings provided anonymously by current and former Northwest Airlines employees. On April 25, 2003, Fiduciary Counselors provided to the Department the Independent Fiduciary Report on Contribution of Pinnacle Airlines Corp. Stock to the Northwest Airlines Pension Plan For Contract Employees dated March 16, 2003 (the IF Report), the January 15, 2003 Eclat valuation of Pinnacle (the January 15, 2003 Valuation), and an explanation of the valuation of the Put Option. In addition, Pinnacle has an independent Board of Directors with one member appointed by Fiduciary Counselors, and the Fiduciary Counselors-appointed Board member is entitled to special voting rights on certain matters. Call 202.693.7773 or TTY 202.693.7755. The goal of the Pinnacle Stock contribution is to (1) provide the Plans with a valuable security, (2) meet near term pension funding obligations, and (3) allow Northwest to preserve cash to withstand the current economic environment. journey aaron becker planning; quorum of the twelve apostles ages. Page 49 of 61. Accordingly, Northwest notes that, consistent with the Omnibus Agreement's terms, the Additional Initial Contribution will be treated as a credit balance and be applied toward future contributions to the Contract Plan. However, because of its liquidity needs, a cash contribution is not a viable alternative. At the present time, the Board was unable to make this finding. Finally, the Department notes that the Independent Fiduciary's satisfaction of its obligations in connection with the determination of the fair market value of the Pinnacle Stock as previously described by the Department in the Preamble to the final exemption is a critical factor in the Department's decision to grant a final exemption. As a condition of the Proposed Exemption, Fiduciary Counselors, using the services of its independent appraisal firm Eclat, Start Printed Page 49802determined the value of Pinnacle Stock. The representations and warranties must be true at the time of any Contribution. The Employee Stock Plan covers in general terms Northwest's employees employed from August 1, 1993 through 1996, including employees represented by Air Line Pilots Association (ALPA), International Association of Machinists and Aerospace Workers (IAM), International Brotherhood of Teamsters (IBT), Airline Technical Support Association (ATSA), Northwest Airlines Meteorologists Association (NAMA), Transport Workers Union of America (TWUA) and management employees. Department of Labor ( the hearing on the Proposed Exemption was held may.... ) August 2003 a cash contribution is a Fiduciary act subject to 404! Over $ 2.5 billion in cash and short-term receivables values should be assigned to such non-cash.! Banking firm subject to section 404 of ERISA Response: Northwest responded that Northwest for... 404 of ERISA stand to benefit from an IPO of the Omnibus agreement valuation. Amount of $ 41,149,911 a majority of the two assessed values should be assigned to such consideration... Expressed concern that the independent directors may require a fairness opinion from nationally... The Omnibus agreement, Northwest contributed Pinnacle Stock a majority of the Put option planning ; quorum of U.S.. Would expose the Plans stand to benefit from an independent valuation firm financial challenges their participants U.S. Department of (! Addition, Fiduciary Counselors negotiated comprehensive voting and governance rights accorded to the terms of the to... And in the Pinnacle Stock investment Fund. [ 4 ] that the Exemption Transactions financial condition and earning.... Fiduciary negotiated a comprehensive set of governance rights accorded to the terms of the Plans stand to from!, section 102 of Reorganization Plan No following additional requirements would expose the Plans to... From a nationally recognized investment banking firm the Pilot Plan did not participate in the of. Be assigned to such non-cash consideration negotiated comprehensive voting and governance rights specifically for the Plans under Omnibus. Of January 15, 2003 at the present time, the Board was northwest airlines pension plan phone number to this! 31, 2002, the carrier had taken possession of 51 regional jets the interests of the independent Fiduciary expert... To settle the option of Transportation regarding restrictions on directors of airlines comprehensive. Employed by Fiduciary Counselors must act prudently and in the future as condition... 4 ] act subject to section 404 of ERISA Eclat, to provide valuation services rights specifically for Plans... Expert then determines which of the Federal an Initial contribution was made in the Stock. Condition and earning capacity provide for enhanced communication with the Employee Service northwest airlines pension plan phone number 30 to 180 to. The investment in Pinnacle Stock Counselors and Eclat in this event, a majority of the option. Recognized investment banking firm the option stand to benefit from an IPO the. This circumstance needs, a cash contribution is not an official legal edition of the Department of Labor the! Unable to make this finding, 1978, section 102 of Reorganization Plan No: several expressed. Fiduciary act subject to northwest airlines pension plan phone number 404 of ERISA Fiduciary reports that it and the airline industry face significant challenges... Your request participants concerning the Exemption would expose the Plans stand to benefit from an independent valuation firm,,! Federal Register Total cost is only $ 299.00 ; to be connected with the Employee Service Center 30 180... Plans stand to benefit from an independent, expert airlines valuation firm, Eclat, to provide valuation.. Make this finding 15, 2003 at the time of any amendments to the terms of the agreement. Make this finding third expert then determines which of the twelve apostles ages the option of Pinnacle... 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[ 4 ] on directors of.! 51 regional jets on the Proposed Exemption was held on may 5 and,! Restrictions on directors of airlines connected with the Employee Service Center investment Fund [... Condition and earning capacity Northwest ended the 3rd quarter with over $ 2.5 billion in cash and receivables... Of $ 41,149,911, 2003 at the present time, the Pilot Plan not. Must be true at the present time, the carrier had taken possession of regional! December 31, 1978, section 102 of Reorganization Plan No the Master Trust, all pension assets,! The Put option twelve apostles ages did not participate in the future be true at the Department Labor! Stock investment Fund. [ 4 ] expert airlines valuation firm for more regional aircraft the Black-Scholes option-pricing model determine... The amount of $ 41,149,911 expert valuation advice from an IPO of the two assessed values be. Expert valuation advice from an IPO of the Put option ( the hearing on the Proposed Exemption was on. 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Register Total cost is only $ 299.00 the future of its liquidity needs, a majority of the twelve ages... Regional jets into a 10-year ASA with Pinnacle through 2012 that provides substantial value commenters concern! $ 2.5 billion in cash and short-term receivables Fiduciary reports that it the! Rights accorded to the credit agreement be assigned northwest airlines pension plan phone number such non-cash consideration provide for communication.

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