PPRuNe Forums - Deutsche Post/DHL buy Airborne

from the DHL webside(sorry couldnt get a link going)
DHL TO ACQUIRE GROUND OPERATIONS OF AIRBORNE, INC. TO CREATE STRONGER THIRD
COMPETITOR IN U.S. EXPRESS DELIVERY MARKET
Airborne shareholders to receive USD 21.25 per share in cash and full
ownership of ABX AIR, INC.

Seattle, Washington and Brussels, Belgium, March 25, 2003 - Airborne, Inc.
(NYSE: ABF) and DHL announced today that they have entered into a definitive
merger agreement that will create a stronger third competitor in the U.S.
express delivery market and bring the benefits of intensified competition
and enhanced service to millions of small- and medium-sized businesses that
purchase expedited door-to-door delivery of small packages and documents.

Under the terms of the agreement, DHL will acquire Airborne's ground
operations (1) for $21.25 per share in cash, or a total equity value of
approximately $1.05 billion. Upon conclusion of the acquisition, Airborne's
air operations will be separated from its ground operations and will become
an independent public company, called ABX Air, Inc. ("ABX Air"). ABX Air
will be wholly owned by Airborne's current shareholders, who will each
receive one share of ABX Air for every Airborne share they hold.

"The UPS/FedEx duopoly has a 79% (2) share of the U.S. express delivery
market, and the combination of DHL and Airborne will enable us to create a
much stronger competitor, which will benefit a broader range of express
delivery customers," said Carl Donaway, Chairman and CEO of Airborne, who
will become the CEO of the enlarged DHL business in the U.S. "In the markets
we compete in today, made up primarily of large, corporate accounts,
Airborne's price levels are substantially lower than our competitors. The
expanded DHL business will have the capital and resources to leverage this
value into the small to mid-sized marketplace.

"This combination will strengthen DHL's presence in the U.S., and our global
presence will bring significant benefits to Airborne customers," said Uwe
Doerken, CEO of DHL Worldwide. "We see great opportunity for DHL to build on
the capabilities of the new combined company in the U.S. market, especially
in the under-served small- and medium-sized business segments, and we are
prepared to make a substantial long-term marketing investment to build a
strong competitor able to provide increased value for U.S. customers."

Airborne is the third largest air overnight parcel carrier in the United
States, with an 18.82 percent(2) market share in the air overnight category,
delivering approximately 356 million domestic parcels in 2002. DHL has the
world's most extensive international parcel delivery network, with service
to 120,000 destinations in more than 220 countries worldwide. Although DHL
has the leading market share in international express delivery outside the
U.S., it has less than a 2% share of the U.S. air overnight domestic market
today.

The U.S. ground operations of Airborne and DHL will operate under the DHL
brand. "We will seek to build on the best of both companies while
maintaining our focus on superior service, performance and productivity. The
combination of Airborne and DHL will result in increased opportunity for
employees of both companies because the combined U.S. operations will be
able to compete more effectively and pursue a more aggressive growth
strategy," said Donaway.
The transaction, which is subject to shareholder and regulatory approvals,
is expected to be completed during the summer of 2003.

ABX Air will have its own Board of Directors, management, independent
auditor and SEC financial reporting requirements. The Chief Executive
Officer will be Joe Hete, who is currently the senior operating executive of
Airborne's airline operations. To ensure ABX Air continues to meet U.S.
citizenship requirements, its certificate of incorporation will include
standard mechanisms to prevent foreign entities from gaining a control
position, including share ownership limits and foreign owner share registry.

On completion of the transaction, ABX Air and DHL will enter into
arms-length commercial agreements that will govern their relationship,
including an aircraft, crew, maintenance and insurance (ACMI) agreement
under which the new airline company will provide air service to DHL's ground
business. It will also provide these services to third parties.

Goldman, Sachs & Co. is serving as financial advisor to Airborne and
O'Melveny & Myers is serving as legal advisor. Deutsche Bank is serving as
financial advisor to DHL and Simpson Thacher & Bartlett is serving as legal
advisor.

About Airborne, Inc.
Airborne, Inc. is the holding company for Airborne Express. For more than 50
years, Airborne Express has served the shipping needs of business customers
around the world. Today, Airborne offers total distribution solutions by
providing customers time-sensitive delivery of documents, letters, small
packages, and freight to virtually every U.S. ZIP code and more than 200
countries. Customers can select from a variety of services including
same-day, next-morning, next-afternoon or second-day delivery, air freight,
ocean service, and logistics management. Airborne employs over 22,000 people
worldwide and achieved total revenues of USD 3,348 million in 2002.

About DHL
DHL is the world's leading express and logistics company offering customers
innovative and customized solutions from a single source. With global
expertise in solutions, express, air and ocean freight and overland
transport, DHL combines worldwide coverage with an in-depth understanding of
local markets. DHL's international network links over 120,000 destinations
in more than 220 countries and territories, and employs 71,000 people, over
10,000 of which are based in the U.S. Total revenues in 2002 accounted for
USD 1,046 million in the U.S., and approximately USD 5.8 billion(3)
worldwide. DHL is majority owned by Deutsche Post World Net.

1) Ground operations as all non-airline related activities of the company
2) Source: Colography Group U.S. Domestic and Export Air Traffic and Yield
Analysis for 3Q02 YTD
3) Exchange rate used is .944 Euros per U.S. Dollar

Neil