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Northwest Airlines Reports First Quarter 2008 Results

  • Northwest and Delta agree to merge, creating America’s premier global airline

  • Results impacted by $445 million increase in year-over-year fuel expense

  • $3.9 billion non-cash, non-recurring accounting charge taken to reduce Goodwill

EAGAN, Minn. - (April 23, 2008) – Northwest Airlines Corporation (NYSE: NWA) today reported a first quarter 2008 net loss of $4.1 billion, or $15.78 per share. Reported results include a non-cash goodwill impairment charge of $3.9 billion. This compares to the first quarter 2007 when Northwest reported a net loss of $292 million.

Excluding non-recurring, non-cash impairment charges and losses associated with marking-to-market out-of-period fuel hedges, Northwest reported a first quarter 2008 net loss of $191 million versus the first quarter 2007 when the airline reported net income of $73 million before the impact of reorganization items and out-of-period fuel hedge gains.

Excluding taxes and out-of-period mark-to-market adjustments on fuel hedges, Northwest paid $2.77 per gallon for jet fuel in the first quarter compared to $1.85 a gallon in the first quarter of 2007, an increase of 49.7 percent.

On April 14th, Northwest announced an agreement to merge with Delta. Commenting on the transaction, Doug Steenland, Northwest Airlines’ president and chief executive officer, said, “The agreement to merge with Delta creates America’s premier global airline. Because it combines end-to-end networks with little overlap, there will be no reduction in competition. The transaction will create America’s leading airline – an airline that is more financially secure, better able to invest in our employees and our customers and be sustainable in an increasingly competitive marketplace. The new carrier will offer superior route diversity across the U.S., Latin America, Europe and Asia and will be better able to overcome the industry’s boom-and-bust cycles. The airline will also be better able to match the right planes with the right routes, making transportation more efficient across our entire network.”

In commenting on first quarter results, Steenland added, “Northwest’s first quarter performance was negatively impacted by the dramatic increases in the price of oil. Year-over-year our first quarter total fuel expense increased by $445 million, or 57.3 percent. The sustained high fuel prices represent an extraordinary challenge to Northwest and the entire airline industry. In response to fuel, we have taken a series of actions and will continue to monitor the impacts of fuel prices on our operation and are prepared to take additional actions as necessary.”

$3.9 Billion Non-cash, Non-recurring Accounting Charge Taken to Reduce Goodwill

The Company is required for accounting purposes to measure the value of goodwill annually or whenever significant events that could be indicators of a change in value have occurred. In completing our first quarter evaluation, we considered the impact of current high fuel prices, Northwest’s recent stock price, other industry trends and the equity value of Northwest implied by the recent merger announcement and have determined that an impairment to goodwill is required. To make this determination, the Company compared the carrying value of its equity to its fair value. For purposes of this evaluation, fair value has been determined based on the implied market value of Northwest’s equity in the announced transaction. As a result of this evaluation, the Company recorded a non-cash goodwill impairment charge of $3.9 billion.

First Quarter Financial Overview

Northwest’s operating revenues for the first quarter rose to $3.1 billion, up 8.8 percent from last year.

Consolidated passenger revenue increased by 6.2 percent versus the first quarter 2007 to $2.6 billion on 2.0 percent more available seat miles (ASMs), resulting in a 4.1 percent improvement in revenue per available seat mile (RASM). Excluding the impact of fresh-start accounting, consolidated RASM increased 5.0 percent.

Mainline passenger revenue increased by 1.7 percent versus the first quarter 2007 to $2.2 billion on 0.5 percent fewer mainline available seat miles (ASMs), resulting in a 2.2 percent improvement in revenue per available seat mile (RASM). Excluding the impact of fresh-start accounting, mainline RASM increased 3.4 percent. Mainline yield improved by 2.1 percent and load factor was up 1.0 percentage point during the quarter.

Commenting on the first quarter revenue performance, Doug Steenland said, “Northwest’s five percent consolidated unit revenue performance was strong. However, it was not sufficient to overcome the rapid increase in fuel prices. Ticket prices need to keep pace with the cost we pay for fuel.”

First quarter operating expenses of $3.2 billion, excluding impairment charges, were up $574 million, or 21.5 percent year-over-year as the result of a $445 million increase in year-over-year fuel expense. Excluding fuel costs and impairment charges, operating expenses increased by $129 million year-over-year. Northwest’s first quarter mainline unit costs per available seat mile (CASM) excluding fuel and non-recurring items increased 4.5 percent versus the first quarter of 2007, which is consistent with previous guidance. This increase was primarily due to reduced mainline capacity, as well as the continued impact of non-cash emergence-related items and year-over-year timing of maintenance checks.

Fuel continues to be Northwest’s single largest cost, representing 38 percent of the company’s first quarter operating expenses, excluding impairment charges. Northwest had previously hedged approximately 45 percent of its fuel exposure for the quarter and realized $19 million in value from settled fuel hedge contracts during the quarter. For the remainder of the year, Northwest has hedged approximately 24 percent of its second quarter fuel requirements, 21 percent of its third quarter requirements and 46 percent of its fourth quarter requirements. As of April 21st, the value of Northwest’s open hedge positions for the remainder of 2008 was approximately $115 million.

Northwest ended the quarter with $3.2 billion in unrestricted cash and $484 million in restricted cash. Northwest’s 2007 first quarter ending unrestricted cash was $2.4 billion.

Dave Davis, Northwest Airline’s executive vice-president and chief financial officer, said “Despite our first quarter loss, Northwest ended the quarter with the strongest liquidity among network carriers.” Davis added “Today’s results demonstrate the volatility of the airline industry and the challenges that airlines face related to uncontrollable increases in input costs such as oil. Northwest and Delta recently announced a merger in order to create a truly global carrier. This was a strategic decision by both companies to create a truly global airline that would be better positioned for sustained profitability.”

A table of Selected Financial and Statistical Data is attached to this release

Northwest and Delta Agree to Merge, Creating America’s Premier Global Airline

On April 14th, 2008, Northwest and Delta announced an agreement to merge the two companies and create the leading U.S. airline. This will give the merged carrier the global presence to compete effectively with foreign carriers. The merger also creates a more stable company that is better positioned to manage through economic cycles and volatile fuel prices.

The transaction is expected to generate more than $1 billion in annual revenue and cost synergies from more effective aircraft utilization, a more comprehensive and diversified route system and cost synergies resulting from reduced overhead and improved operational efficiency.

Also, by diversifying capacity around the world, the two airlines build a natural hedge against seasonal demand shifts and regional economic weakness, positioning the combined carrier for greater long-term success and increasing financial stability.

The two airlines expect the regulatory review process to last from six to eight months and anticipate closing the transaction in late 2008.

Northwest’s Swift Response to Extraordinary Fuel Costs

In response to the unprecedented rise in fuel costs, Northwest has taken a series of actions. In announcing these measures, Doug Steenland said, “Over the past several months, the price of oil has risen dramatically to all time highs. These increased costs call for a strong response from us in the form of revenue enhancements, capacity and fleet reductions, as well as reductions in capital and operating expenses.”

Actions include:

1. Fuel Surcharge and Fare Increases

  • Northwest has participated in numerous fuel surcharge and fare increases for travel from North America to Europe, India, Japan and most other destinations in Asia.

  • For domestic routes, Northwest has participated in numerous attempts by various carriers to increase fares to reflect rising fuel costs, although most have been rolled back because some airlines failed to match.

  • Northwest attempted to increase the minimum stay requirements to create better segmentation between business and leisure travelers. Many have been pulled because some airlines failed to match.

2. Fee Increases

  • In March, Northwest matched other U.S. network carriers and for North American travel, implemented a $25 charge, each way, for the customer’s second checked bag and $100 each for three or more checked bags.

  • Northwest increased the fee for bags greater than 50 pounds from $25 to $50 each way.

  • In March, Northwest implemented International Coach Select, where passengers can purchase select seats for $25 each way inter-Asia and $50 each way Trans-Pacific or Trans-Atlantic.

3. Capacity Reductions

  • In September, after peak summer travel concludes, Northwest will reduce its scheduled domestic system capacity by approximately five percent versus the 2008 business plan. This reduction will entail the removal from service of 15 to 20 additional aircraft. For the full-year, consolidated domestic available seat miles (ASMs) are expected to be down slightly versus 2007.

4. Cargo Fleet and Capacity Changes

  • Northwest Cargo has implemented a new network strategy that suspended service to Bangkok, Singapore, and will suspend freighter service to Guangzhou, China, effective July 1 and Taipei, Taiwan, effective August 1. The new Asia freighter schedule maintains service between Northwest’s Anchorage cargo hub and Shanghai, Tokyo and Osaka. New non-stop westbound service will be added from Anchorage to Seoul’s Incheon airport. This new network will improve aircraft utilization and profitability.

  • Northwest Cargo is also accelerating the planned retirement of the three oldest, least-fuel efficient freighter aircraft. Ten freighters will remain in active cargo service; including one plane largely dedicated to the Civil Reserve Air Fleet (CRAF) program, where the U.S. government assumes fuel price risk.

5. Liquidity Enhancements

  • Northwest will reduce non-aircraft capital expenditures for 2008 by approximately $100 million. The airline now intends to invest $150 million in non-aircraft capital expenditures in 2008.

  • Northwest intends to realize annualized profit improvements of $100 million through cost reductions, productivity improvements and revenue enhancements.

Northwest First Quarter 2008 Highlights

In addition to the announced merger with Delta Air Lines, key accomplishments in the first quarter for Northwest include:

1. DOT Recommends Approval for Six-Way Anti-Trust Immunity

  • In early April, the U.S. Department of Transportation (DOT) recommended approval of Northwest’s application for six-way antitrust immunity with its SkyTeam alliance partners: Delta Air Lines, Air France, KLM Royal Dutch Airlines, Alitalia, and CSA Czech Airlines. Final approval is expected to follow after the DOT reviews the final round of comments to its “show cause” order.

  • The six-way ATI approval will enable the carriers to expand their transatlantic networks by coordinating schedules and services with a single, customer-focused objective.

2. Fleet

  • Northwest’s regional jet fleet also grew in the first quarter with the on-schedule delivery of six Bombardier CRJ-900s and eight Embraer EMB-175s, bringing the airline’s quarter-end total to 19 CRJ-900s and 17 EMB-175s.

  • By the end of 2008, Northwest’s scheduled deliveries will bring its regional jet fleet to 36 EMB-175s and 36 CRJ-900s.

  • As a result of the five percent domestic capacity reduction from planned levels, Northwest will remove an additional 15 to 20 aircraft from service. Two DC9s will be removed in June and the remainder in the fall to coincide with the planned schedule reductions, bringing the total DC9 fleet to 61 aircraft year-end. The overall fleet reductions include approximately 10 DC9s, and the balance being a mix of Boeing 757s and Airbus A320s and A319s.

  • Northwest now anticipates taking delivery of its first 787 in November 2009.

FORWARD-LOOKING STATEMENTS

Statements in this news release that are not purely historical facts, including statements regarding our beliefs, expectations, intentions or strategies for the future, may be "forward-looking statements" under the Private Securities Litigation Reform Act of 1995. All forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from the plans, intentions and expectations reflected in or suggested by the forward-looking statements. Such risks and uncertainties include, among others, the ability of the company to operate pursuant to the terms of its financing facilities (particularly the related financial covenants), the ability of the company to attract, motivate and/or retain key executives and associates, the future level of air travel demand, the company’s future passenger traffic and yields, the airline industry pricing environment, increased costs for security, the cost and availability of aviation insurance coverage and war risk coverage, the general economic condition of the U.S. and other regions of the world, the price and availability of jet fuel, the war in Iraq, the possibility of additional terrorist attacks or the fear of such attacks, concerns about Severe Acute Respiratory Syndrome (SARS) and other influenza or contagious illnesses, labor strikes, work disruptions, labor negotiations both at other carriers and the company, difficulties in integrating the operations of the company and Delta following the merger, low cost carrier expansion, capacity decisions of other carriers, actions of the U.S. and foreign governments (including conditions imposed by U.S. or foreign governments to obtain regulatory approval for the merger), foreign currency exchange rate fluctuations and inflation. Other factors include the possibility that the merger may not close, including due to the failure to receive required stockholder or regulatory approvals, or the failure of other closing conditions. Northwest cautions that the foregoing list of factors is not exclusive. Additional information with respect to the factors and events that could cause differences between forward-looking statements and future actual results is contained in the company's Securities and Exchange Commission filings, including the company's Annual Report on Form 10-K for the year ended December 31, 2007 and subsequent quarterly reports on Form 10-Q and current reports on Form 8-K. We undertake no obligation to update any forward-looking statements to reflect events or circumstances that may arise after the date of this release.

Additional Information About the Merger and Where to Find It

In connection with the proposed merger, Delta will file with the Securities and Exchange Commission (“SEC”) a Registration Statement on Form S-4 that will include a joint proxy statement of Delta and Northwest that also constitutes a prospectus of Delta. Delta and Northwest will mail the joint proxy statement/prospectus to their stockholders. Delta and Northwest urge investors and security holders to read the joint proxy statement/prospectus regarding the proposed merger when it becomes available because it will contain important information. You may obtain copies of all documents filed with the SEC regarding this transaction, free of charge, at the SEC’s website (www.sec.gov). You may also obtain these documents, free of charge, from Delta’s website (www.delta.com) under the tab “About Delta” and then under the heading “Investor Relations” and then under the item “SEC Filings.” You may also obtain these documents, free of charge, from Northwest’s website (www.nwa.com) under the tab “About Northwest” and then under the heading “Investor Relations” and then under the item “SEC Filings and Section 16 Filings.”
Delta, Northwest and their respective directors, executive officers and certain other members of management and employees may be soliciting proxies from Delta and Northwest stockholders in favor of the merger. Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of Delta and Northwest stockholders in connection with the proposed merger will be set forth in the proxy statement/prospectus when it is filed with the SEC. You can find information about Delta’s executive officers and directors in its Annual Reports on Form 10-K (including any amendments thereto), Current Reports on Form 8-K and other documents that have previously been filed with the SEC since April 30, 2007 as well as in its definitive proxy statement to be filed with the SEC related to Delta’s 2008 Annual Meeting of Stockholders. You can find information about Northwest’s executive officers and directors in its Annual Reports on Form 10-K (including any amendments thereto), Current Reports on Form 8-K and other documents that have previously been filed with the SEC since May 31, 2007 as well as in its definitive proxy statement to be filed with the SEC related to Northwest’s 2008 Annual Meeting of Stockholders. You can obtain free copies of these documents from Delta and Northwest using the contact information above.

Northwest Airlines is one of the world’s largest airlines with hubs at Detroit, Minneapolis/St. Paul, Memphis, Tokyo and Amsterdam, and approximately 1,400 daily departures. Northwest is a member of SkyTeam, an airline alliance that offers customers one of the world’s most extensive global networks. Northwest and its travel partners serve more than 1,000 cities in excess of 160 countries on six continents.

Further details regarding the Northwest / Delta merger can be found at www.newglobalairline.com.

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