Compass could not have been sold for a long time under the NWA section 1 language. Had the company taken delivery of at least 10 77-110 seat airplanes, it implies that they were actively replacing the DC9 anyway (Compass IS the DC9 replacement). Too bad that part of NWA's section 1 didn't make it into the JPWA. Now Compass is not a category 1 participating feeder carrier; it's a category 2. By failing to transfer over the requirement for Compass to remain an affiliate, the door was left wide open for a sale.

Perhaps now there MIGHT be fewer seats at Compass for furloughed Delta pilots,while still complying with the flow provisions of NWA LOAs 2006-10 & 14)? I'm really asking: I don't know what they're up to, but they clearly do...

To me (not an attorney), transferring over NWA LOAs 2006-10 & 14 without any of the other supporting language (see below) would be like Trans States pilots getting the company to agree to the UPS contract, but without SCOPE. How long would that last? About as long as it would take to transfer all of the planes to another TSH wholly owned regional airline.

Parts of NWA LOA 2006-10:

"Participating Feeder Carrier" means a Domestic Air Carrier that is a Feeder Carrier (both as defined in Section 1 B.7.a. and Section 1 B.7.c.(1) of the Agreement) that has contracted with the Company to operate Qualifying Aircraft.

a. "Category 1 Participating Feeder Carrier" means a Participating Feeder Carrier that is an Affiliate of the Company.

b. "Category 2 Participating Feeder Carrier" means a Participating Feeder Carrier that is not an Affiliate of the Company and that operates Qualifying Aircraft that are owned, financed, leased, or sub-leased by the Company (not including the AVRO85 replacements at Mesaba Airlines).

c. "Category 3 Participating Feeder Carrier" means a Participating Feeder Carrier that is not an Affiliate of the Company and that operates Qualifying Aircraft that are not owned, financed, leased or sub-leased by the Company.

Offers of Opportunity (Filling of Vacancies)
1. A Category 1 Participating Feeder Carrier shall make 100% of New Positions (Captain and First Officer) and 100% of Backfill Positions available to Eligible Furloughed Pilots.

2. A Category 2 Participating Feeder Carrier shall make 50% of New Positions (Captain and First Officer) and 100% of Backfill Positions available to Eligible Furloughed Pilots, subject to conditions and restrictions that provide for efficient and timely processing and hiring of such Eligible Furloughed Pilots.

3. The Company will provide enhanced opportunities for a laid off Company pilot to obtain pilot employment at a Category 3 Participating Feeder Carrier. As part of the negotiation of a new ASA agreement, or to amend an existing ASA agreement with a Category 3 Participating Feeder Carrier, the Human Resources Departments of the Company and such Feeder Carrier will develop a mutually acceptable program that will serve to provide laid off Company pilots who meet all other pilot hiring criteria defined by such Feeder Carrier with "additional weighting" relative to other pilot candidates not already employed by such Feeder Carrier. Nothing in this program will guarantee that any laid off Company pilot will be hired ahead of other candidates who are not laid off Company pilots.

“Backfill Position” means a position (Captain or First Officer) on a Qualifying Aircraft at a Participating Feeder Carrier that becomes open when an Eligible Furloughed Pilot vacates that position.

“New Position” means a (Captain or First Officer) position on a Qualifying Aircraft that is created at a Category 1 or Category 2 Participating Feeder Carrier as a result of a Participating Feeder Carrier’s taking delivery of, or announcing firm delivery of, Qualifying Aircraft after the effective date of the ALPA Restructuring Agreement. The number of New Positions at a Participating Feeder Carrier shall be determined without regard to whether pilots employed by the Participating Feeder Carrier are furloughed or remain on furlough.


Some of the NWA Section 1 language that would have prohibited this sale:

B.7.c.(7)(d) Feeder Carrier Affiliate
The Company may establish a Feeder Carrier which is an Affiliate (as defined in Section 1 B.1) (Feeder Carrier Affiliate), and which operates 51–76 seat aircraft which carry the NW code designator, provided that such Feeder Carrier Affiliate operates in accordance with the following provisions of Section 1 B.7.c.(7)(d)1' through Section 1 B.7.c.(7)(d)8':

B.7.c.(7)(d)1'
The Feeder Carrier Affiliate operates only 50 seat aircraft (as defined in Section 1 B.7.c.(6)) and/or 51–76 seat aircraft for so long as it remains an Affiliate of the Company; and

B.7.c.(7)(d)2'
The Feeder Carrier Affiliate makes all pilot positions (Captain and First Officer, including check pilots) available to Company pilots in accordance with Letter of Agreement 2006-10 (the "Flow Agreement"), before filling any such pilot positions with new hire pilots; and

B.7.c.(7)(d)3'
The Feeder Carrier Affiliate recognizes ALPA as the representative of the pilots employed by the Feeder Carrier Affiliate; and

B.7.c.(7)(d)4'
The Feeder Carrier Affiliate enters into a collective bargaining agreement with ALPA in accordance with the provisions of Letter of Agreement 2006-07; and

B.7.c.(7)(d)5'
The Company or an Affiliate of the Company owns more than 50% of the Feeder Carrier Affiliate when it starts operating as a Feeder Carrier for the Company; and

B.7.c.(7)(d)6'
Except as provided in Section 1 B.7.c.(7)(d)7', the Company or an Affiliate of the Company controls the Feeder Carrier Affiliate, and the Company or an Affiliate retains more than 50% of ownership of the Feeder Carrier Affiliate, and

B.7.c.(7)(d)7'
If at least 10 77–110 seat aircraft have entered into active service at the Company the requirements of Section 1 B.7.c.(7)(d)6' shall no longer be effective, provided however that the carrier (the "Feeder Carrier Successor") may nevertheless continue to operate as a Feeder Carrier under this subparagraph B.7.c.(7)(d), provided (i) the Feeder Carrier Successor remains in compliance with the provisions of Section 1 B.7.c.(7)(d)2' and Letter of Agreement 2006-10 (the "Flow Agreement"), (ii) all pilots of the Feeder Carrier Affiliate have the right to transfer to the Feeder Carrier Successor, and (iii) the Feeder Carrier Successor is in compliance with the successorship provisions of the pilot collective bargaining agreement of the Feeder Carrier Affiliate. In the event that the foregoing requirements of this subparagraph B.7.c.(7)(d)7' are met, the 51–76 seat aircraft upper cap of Section 1 B.7.c.(7)(a) shall continue to apply to the Feeder Carrier Successor, and;

B.7.c.(7)(d)8'
In the event that (i) the requirements of Section 1 B.7.c.(7)(d)7' are not met, or (ii) the rights to pilot positions or flow rights set forth in Section 1 B.7.c.(7)(d)2' together with Letter of Agreement 2006-10 as they may apply to the Feeder Carrier Affiliate or Feeder Carrier Successor, are modified or terminated for any reason, other than through a written agreement between the Company and Association as representative of the Company’s pilots, the maximum number of 51–76 seat aircraft permitted by Section 1 B.7.c.(7)(a) shall be reduced to the lower cap (i.e. 55).

The above language did NOT find its way into the JPWA