Exhibit 99.2
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Investor Update
July 2008
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1
Safe Harbor Statement
Statements in this presentation that are not historical facts, including statements regarding our estimates, expectations, beliefs, intentions,
projections or strategies for the future, may be “forward-looking statements” as defined in 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 estimates,
expectations, beliefs, intentions, projections and strategies reflected in or suggested by the forward-looking statements. These risks and
uncertainties include, but are not limited to, the cost of aircraft fuel; the impact that our indebtedness will have on our financial and operating
activities and our ability to incur additional debt; the restrictions that financial covenants in our financing agreements will have on our financial and
business operations; labor issues; interruptions or disruptions in service at one of our hub airports; our increasing dependence on technology in
our operations; our ability to retain management and key employees; the ability of our credit card processors to take significant holdbacks in
certain circumstances; the effects of terrorist attacks; and competitive conditions in the airline industry.
projections or strategies for the future, may be “forward-looking statements” as defined in 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 estimates,
expectations, beliefs, intentions, projections and strategies reflected in or suggested by the forward-looking statements. These risks and
uncertainties include, but are not limited to, the cost of aircraft fuel; the impact that our indebtedness will have on our financial and operating
activities and our ability to incur additional debt; the restrictions that financial covenants in our financing agreements will have on our financial and
business operations; labor issues; interruptions or disruptions in service at one of our hub airports; our increasing dependence on technology in
our operations; our ability to retain management and key employees; the ability of our credit card processors to take significant holdbacks in
certain circumstances; the effects of terrorist attacks; and competitive conditions in the airline industry.
Forward-looking statements in this presentation that relate to our proposed merger transaction with Northwest Airlines Corporation include,
without limitation, our expectations with respect to the synergies, costs and charges, capitalization and anticipated financial impacts of the merger
transaction and related transactions; approval of the merger transaction and related transactions by shareholders; the satisfaction of the closing
conditions to the merger transaction and related transactions; and the timing of the completion of the merger transaction and related transactions.
Factors that may cause the actual results to differ materially from the expected results include, but are not limited to, the possibility that the
expected synergies will not be realized, or will not be realized within the expected time period, due to, among other things, (1) the airline pricing
environment; (2) competitive actions taken by other airlines; (3) general economic conditions; (4) changes in jet fuel prices; (5) actions taken or
conditions imposed by the United States and foreign governments; (6) the willingness of customers to travel; (7) difficulties in integrating the
operations of the two airlines; (8) the impact of labor relations; and (9) fluctuations in foreign currency exchange rates. Other factors include the
possibility that the merger does not close, including due to the failure to receive required stockholder or regulatory approvals, or the failure of
other closing conditions.
without limitation, our expectations with respect to the synergies, costs and charges, capitalization and anticipated financial impacts of the merger
transaction and related transactions; approval of the merger transaction and related transactions by shareholders; the satisfaction of the closing
conditions to the merger transaction and related transactions; and the timing of the completion of the merger transaction and related transactions.
Factors that may cause the actual results to differ materially from the expected results include, but are not limited to, the possibility that the
expected synergies will not be realized, or will not be realized within the expected time period, due to, among other things, (1) the airline pricing
environment; (2) competitive actions taken by other airlines; (3) general economic conditions; (4) changes in jet fuel prices; (5) actions taken or
conditions imposed by the United States and foreign governments; (6) the willingness of customers to travel; (7) difficulties in integrating the
operations of the two airlines; (8) the impact of labor relations; and (9) fluctuations in foreign currency exchange rates. Other factors include the
possibility that the merger does not close, including due to the failure to receive required stockholder or regulatory approvals, or the failure of
other closing conditions.
Additional information concerning risks and uncertainties that could cause differences between actual results and forward-looking statements is
contained in Delta’s Securities and Exchange Commission filings, including its Annual Report on Form 10-K for the fiscal year ended December
31, 2007. Caution should be taken not to place undue reliance on Delta’s forward-looking statements, which represent Delta’s views only as the
date of this presentation and which Delta has no current intention to update.
contained in Delta’s Securities and Exchange Commission filings, including its Annual Report on Form 10-K for the fiscal year ended December
31, 2007. Caution should be taken not to place undue reliance on Delta’s forward-looking statements, which represent Delta’s views only as the
date of this presentation and which Delta has no current intention to update.
In connection with the proposed merger, Delta filed with the Securities and Exchange Commission (“SEC”) a Registration Statement on Form S-4
that includes a preliminary joint proxy statement of Delta and Northwest that also constitutes a prospectus of Delta. At the appropriate time, Delta
and Northwest will mail the final joint proxy statement/prospectus to their stockholders. Delta and Northwest urge investors and security holders
to read the final 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.”
that includes a preliminary joint proxy statement of Delta and Northwest that also constitutes a prospectus of Delta. At the appropriate time, Delta
and Northwest will mail the final joint proxy statement/prospectus to their stockholders. Delta and Northwest urge investors and security holders
to read the final 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 definitive proxy
statement filed with the SEC on April 25, 2008 related to Delta’s 2008 Annual Meeting of Stockholders. You can find information about
Northwest’s executive officers and directors in its Amendment to its Annual Report on Form 10-K filed with the SEC on April 29, 2008. You can
obtain free copies of these documents from Delta and Northwest using the contact information above.
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 definitive proxy
statement filed with the SEC on April 25, 2008 related to Delta’s 2008 Annual Meeting of Stockholders. You can find information about
Northwest’s executive officers and directors in its Amendment to its Annual Report on Form 10-K filed with the SEC on April 29, 2008. You can
obtain free copies of these documents from Delta and Northwest using the contact information above.
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Profitable June 2008 quarter1 despite $1 billion input cost increase from fuel prices
1 Excluding special charges totaling $1.2 billion
Delta’s Multi-Year Transformation Is Paying Off
• Strong liquidity position and solid balance sheet
• Generating a revenue premium to the industry
• Best in class cost structure
• Consistent top-tier results in operational performance and customer
satisfaction
satisfaction
• Led the industry with quick, decisive actions to combat high fuel prices - top
line growth, domestic capacity reductions, productivity initiatives, and fuel
hedges
line growth, domestic capacity reductions, productivity initiatives, and fuel
hedges
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3
Delta/Northwest merger is a game-changing transaction
Strategic Position Enhanced With Northwest Merger
• Merger enables strong unit revenue growth while maintaining industry
leading cost performance
leading cost performance
• Combination cannot be matched due to unique assets
• Expected to create $2 billion in annual synergies by 2012 with $600 million
in one-time cash costs
in one-time cash costs
• Integration risk mitigated with unprecedented pre-merger joint pilot
agreement and significant pre-planning of merger activities
agreement and significant pre-planning of merger activities
• Targeting to close transaction in 4Q08
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4
Unique
Asia slot portfolio
& 787 order book
Optimized &
enhanced Tokyo
hub
enhanced Tokyo
hub
1952 US-Japan treaty
governs air-service rights
governs air-service rights
Extensive domestic
network
network
KLM JV
4-way JV initiated
Largest immunized JV with
over 30% of transatlantic
capacity
over 30% of transatlantic
capacity
Air France JV
Asia & Canada
Diversified global
network
network
Capital intensive to
replicate organically
replicate organically
Europe, Middle
East, Africa &
Latin America
East, Africa &
Latin America
100-seaters and
large widebodies
large widebodies
Right plane for the
right route
right route
Capital intensive and
limited order books
limited order books
Small and mid-
sized aircraft
sized aircraft
>$2B cost
savings in
Chapter 11
savings in
Chapter 11
Best-in-class CASM
Requires Chapter 11
restructuring
restructuring
>$2B cost
savings in
Chapter 11
savings in
Chapter 11
Northwest Strength
Difficult to Replicate
+
=
&
Delta Strength
Strategic advantages cannot be replicated by other combinations
Delta / Northwest Combination Creates A Powerful Competitor
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Steady-State Synergy ($B)
Combination Will Deliver $2 Billion In Annual Synergies By 2012
Comprehensive analysis shows significant additional value
• Initial targets established utilizing
high-level approach
high-level approach
• Refinement of projections through
detailed analysis by 25
Delta/Northwest integration teams
detailed analysis by 25
Delta/Northwest integration teams
– Includes benefits from combined,
pre-merger pilot agreement
pre-merger pilot agreement
• Value assigned to structural
opportunities including affinity card,
regional jet portfolio and single
frequent flyer program
opportunities including affinity card,
regional jet portfolio and single
frequent flyer program
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% of Synergy
25%
55%
80%
100%
Synergy Phase-in ($B)
Unique Deal Conditions Drive Synergy Realization
Synergies ramp up to full run-rate by 2012
• Unprecedented pre-merger joint
pilot agreement allows
acceleration of network
synergies
pilot agreement allows
acceleration of network
synergies
• Substantial integration planning
underway
underway
• SkyTeam partnership, combined
with transatlantic antitrust
immunity, allows for headstart in
joint venture integration
with transatlantic antitrust
immunity, allows for headstart in
joint venture integration
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Will have combined seniority list on Day One
Unprecedented Pre-Merger Joint Pilot Contract
• Four-year combined pilot agreement provides
substantial benefits
substantial benefits
– Contract has pilot leadership approval
– Expect ratification to be complete by mid-August
• All pilots to receive 2009 pay increase and
equity stake in the new company
equity stake in the new company
– Delta pilots receive 3.5%, Northwest pilots 2.38%
equity stake
equity stake
• Accelerates ability to realize network synergies
by achieving an integrated pilot workforce
by achieving an integrated pilot workforce
– Expands codeshare ability
– Allows fleet optimization
– Mitigates risk of labor disruptions
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Significant value expected from aligning affinity cards and loyalty programs
• Combination will create world’s largest
loyalty program with over 60 million
members
loyalty program with over 60 million
members
• Combining loyalty programs and
affinity cards will provide industry-
leading opportunities for customers
affinity cards will provide industry-
leading opportunities for customers
• Unmatched options for earning and
redeeming frequent flyer miles as we
combine the best of both programs
redeeming frequent flyer miles as we
combine the best of both programs
Combination Will Create World’s Largest Loyalty Program
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• Operations: Move to a
single operating certificate
single operating certificate
• Customer: Deliver a
consistent customer
experience - - employee
training; standardize
branding, aircraft interiors
and liveries, uniforms
consistent customer
experience - - employee
training; standardize
branding, aircraft interiors
and liveries, uniforms
• Technology: Transition
technology systems to a
single platform
technology systems to a
single platform
One-Time Cash Integration Costs
Prioritizing activities that drive real value to customers, employees and
shareholders
shareholders
One-Time Cash Integration Costs Reduced To $600 Million
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File Hart-Scott
-Rodino with
Department of
Justice and
make other
regulatory
filings
-Rodino with
Department of
Justice and
make other
regulatory
filings
Complete
regulatory
process
regulatory
process
Shareholder
approval
approval
(Sept 25)
Close
merger
merger
Begin
integrating
airlines
integrating
airlines
April 2008
4Q 2008
INTEGRATION PLANNING
• Post-merger leadership team for new Delta announced
• Regulatory review of merger on track to be completed later this year
• Working with DOJ, European Commission and DOT to provide required information
• Significant pre-merger integration planning underway
• Established 25 teams to manage integration and drive synergies
• Goal is a seamless transition for customers on Day One
Targeting To Close Merger By End Of Year
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Delta Is Positioned For Long-Term Success
• Differentiating the airline through top-line growth, decisive response to fuel
prices, flexible workforce, and merger with Northwest
prices, flexible workforce, and merger with Northwest
• Durable financial foundation - merger enables strong unit revenue growth
while maintaining industry leading cost performance and solid balance sheet
while maintaining industry leading cost performance and solid balance sheet
• Strong liquidity, with substantial cash raising opportunities post closing the
Northwest merger
Northwest merger
• Investments are delivering consistent top-tier results in operational
performance and customer satisfaction
performance and customer satisfaction
• Significant integration risk avoided through unprecedented pre-merger
agreements and partnerships
agreements and partnerships
![](https://capedge.com/proxy/8-K/0001019687-08-003069/delta_8k-ex990213.jpg)
Note: In connection with its emergence from bankruptcy on April 30, 2007, Delta adopted fresh start reporting in accordance with American Institute of Certified Public
Accountants’ Statement of Position 90-7, “Financial Reporting by Entities in Reorganization under the Bankruptcy Code.” The adoption of fresh start reporting resulted in Delta’s
becoming a new entity for financial reporting purposes. Accordingly, Delta’s consolidated financial statements after April 30, 2007 are not comparable to its financial statements
for any period prior to emergence. However, to provide a basis of comparison to prior year results, Delta has combined the results for the four months ended April 30, 2007
with the eight months ended December 31, 2007.
Accountants’ Statement of Position 90-7, “Financial Reporting by Entities in Reorganization under the Bankruptcy Code.” The adoption of fresh start reporting resulted in Delta’s
becoming a new entity for financial reporting purposes. Accordingly, Delta’s consolidated financial statements after April 30, 2007 are not comparable to its financial statements
for any period prior to emergence. However, to provide a basis of comparison to prior year results, Delta has combined the results for the four months ended April 30, 2007
with the eight months ended December 31, 2007.
Appendix
Non-GAAP Reconciliations
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Delta excludes special and reorganization related items because management believes the exclusion
of these items is helpful to investors to evaluate the company’s recurring operational performance.
of these items is helpful to investors to evaluate the company’s recurring operational performance.
Net Income