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Hawaiian Airlines Trustee and Hawaiian Holdings Agree on Joint Plan of Reorganization

Travel News Asia 27 August 2004

Today, Joshua Gotbaum, Trustee for Hawaiian Airlines, and the airline's parent, Hawaiian Holdings, Inc. agreed to submit a joint plan of reorganization for the airline. If this plan is confirmed by the bankruptcy court, it would take Hawaiian out of bankruptcy and offer creditors payment in full for their claims. The proposed plan is to be filed with the bankruptcy court on Monday.

"This plan provides value both to shareholders and creditors of Hawaiian Airlines in a consensus proposal that will make it easier and faster to exit bankruptcy. It offers creditors payment in full for their claims while providing capital for Hawaiians future growth," Gotbaum said. "The approval of this proposed plan will confirm Hawaiian Airlines' successful turn-around. Hawaiians bankruptcy may be the first ever in the airline industry that ends with creditors receiving payment in full for their claims. It is a testimony to the hard work both of Hawaiian Holdings and the more than 3,300 people who make up the airline."

Larry Hershfield, Chairman of Hawaiian Holdings, said, "We are gratified that the Trustee and the equity holders of Hawaiian Airlines have agreed to submit a joint plan. We look forward to Hawaiian Airlines emerging from bankruptcy at the earliest possible date so that we can focus all of our efforts on taking full advantage of the exciting opportunities that lie ahead. We believe Hawaiians emergence will also benefit the State of Hawaii and the Hawaiian economy, as we begin to take advantage of those opportunities." Hershfield is Chairman of Ranch Capital, which is the managing member of RC Aviation, LLC, which recently acquired a substantial equity interest in Hawaiian Holdings. Pursuant to the proposed plan, RC Aviation has committed to invest more than $160 million to purchase claims and reorganize the airline.

Under the proposed plan, Hawaiian Airlines' aircraft lessors, its largest creditors, would receive 100 percent of their approved claim, either in a combination of 50 percent cash and 50 percent stock or, alternatively, by accepting a long-term note of Hawaiian. Other creditors would also be offered full payment of their claims, either in cash or in a combination of 50 percent cash and 50 percent stock, whichever they choose.

Under the plan, Mark Dunkerley, Hawaiian Airlines' president and chief operating officer, would become chief executive officer. No other significant changes in management are contemplated. Hawaiian Holdings would resume control of the airline. The board of Hawaiian Holdings, including Mr. Hershfield and former American Airlines CEO Donald Carty, is expected to become the board of Hawaiian Airlines. Hershfield said the boards of both Hawaiian Airlines and Hawaiian Holdings may be expanded to include additional independent directors, both from the industry and from Hawaii.

Hershfield added, "Our next immediate task is to attempt to reach a consensual agreement with each of Hawaiian's labor groups, and to that end, we hope to continue our meetings with each in the coming weeks. Hawaiian's employees have been a large part of the reason for Hawaiian's success at a time when much of the rest of the industry is suffering, and they are an essential part of Hawaiian's future."

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