Exhibit E-6 Standing Committee on Transport, Infrastructure and Communities
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Standing Committee on Transport, Infrastructure and Communities TRAN Ï NUMBER 030 Ï 1st SESSION Ï 41st PARLIAMENT EVIDENCE Thursday, March 29, 2012 Chair Mr. Merv Tweed 1 Standing Committee on Transport, Infrastructure and Communities Thursday, March 29, 2012 Ï (0830) Eight years ago, in 2004 that is, as part of a court approved [English] restructuring, Air Canada became a wholly owned subsidiary of ACE Aviation Holdings as several of the former Air Canada The Chair (Mr. Merv Tweed (Brandon—Souris, CPC)): I call constituent parts were reorganized as separate business units. This the meeting to order. reorganization, mandated by investors who financed the restructur- ing and approved by the more than $8 billion of creditors' claims, Welcome to the Standing Committee on Transport, Infrastructure was supported by the affected labour groups and employees who and Communities, meeting number 30. The orders of the day, ratified the new arrangements through a very public court process. pursuant to Standing Order 108(2), are a study on the closure of Aveos Fleet Performance Inc. Joining us today for the first hour from Air Canada we have Calin Certain assets and employees of the former Air Canada Technical Rovinescu, president and chief executive officer; Louise-Hélène Services Division were thus transferred to a new company, while Sénécal, assistant general counsel; and Joseph Galimberti, director of Air Canada itself retained substantial maintenance capability and government relations. work. Today Air Canada directly employs 2,400 maintenance employees. In 2007, ACE Aviation Holdings Inc. sold ACTS to a I will advise the committee that Mr. Rovinescu has to be out of group of investors which included some very well-known private here at 9:30, so you will want to keep your questions pertinent and to equity firms and leading financial institutions, who committed to the point. I will be changing witnesses at the end of the first hour. maintaining jobs in Canada while growing the overall scope of the With that, I'll welcome you. I know you have a brief presentation. business and becoming a larger, stronger entity. In 2008, the Then we'll move immediately to questions. Thank you for joining us. company changed its name to Aveos Fleet Performance Inc. This group of investors invested more than $975 million in Aveos. [Translation] Mr. Calin Rovinescu (President and Chief Executive Officer, Air Canada): Thank you, Mr. Chair. Air Canada has a long record of support for Aveos. We had signed Ladies and Gentlemen, I am pleased to speak with you today on long-term maintenance contracts at advantageous terms to Aveos the topic of Aveos Fleet Performance and its arrangements with which should have provided Aveos with financial stability. We Air Canada and provide some evidence to help with your participated in the 2010 out-of-court Aveos restructuring through a deliberations. $22 million term note that allowed Aveos to defer payments without interest penalty. We committed up to $50 million over three years to I am joined today by my colleagues—Louise-Hélène Sénécal, further assist Aveos as part of the 2010 restructuring. In 2011 alone, Assistant General Counsel, Duncan Dee, Executive Vice-President our payments to Aveos for work completed were $440 million. and Chief Operating Officer and Joseph Galimberti. As the committee is certainly very aware, on March 19 Aveos We offered on several occasions over the last weeks financing Fleet Performance Inc., a separate and independently owned and support to permit an orderly restructuring and continuance of managed supplier to Air Canada, filed for insolvency protection operations, including the $15 million in emergency funding that I under the Companies' Creditors Arrangement Act. Aveos manage- referred to earlier. While the final amount of our bankruptcy claim ment subsequently chose to permanently cease operations outright has not yet been calculated, a high level estimate of the net amounts rather than accept an offer of emergency financing extended by owing by Aveos to Air Canada to date is well in excess of Air Canada which would have stabilized the Aveos operations to the $35 million. So we have certainly tried to help this company benefit of its customers, stakeholders and employees and allowed for financially. More meaningfully, however, Air Canada supported an orderly restructuring. As an important customer of Aveos, we Aveos by faithfully sending our maintenance business to them. consider the manner in which the Aveos management and board closed all of Aveos' operations in Canada to have been irresponsible when other options were available. But before expanding on where we are today, a short discussion of how Aveos and Air Canada's Since the beginning of 2011, Air Canada has undertaken relationship came to be is in order. 135 airframe checks and Aveos performed 123, or 91% of them. 2 TRAN-30 March 29, 2012 Ï (0835) Governments can get involved through their economic develop- ment branches by encouraging these companies to set up or expand In addition, Aveos performed 52 of 56, or 93%, of engine checks operations in Canada or assist them in setting up cutting-edge engine performed for Air Canada over that time frame. Work was sent to repair lines for new generations of engines, as an example. third parties only when Aveos was unable to perform it and in accordance with the terms of the commercial agreements between Air Canada is willing and expects to work collaboratively with the parties and applicable collective agreements. governments and these potential suppliers toward viable, long-term, [English] cost-competitive, and productivity-competitive arrangements. To this end, since the Aveos filing we have been in close contact with the Despite this support from Air Canada, Aveos had repeatedly failed office of the Minister of Transport, Infrastructure and Communities, to attract new third-party business to its facilities and diversify its as well as with provincial and municipal officials. In fact, I met revenue stream. By their own admission in court filings, the personally with Minister Lebel yesterday afternoon to review this company had never become cost-competitive and had suffered file. operating losses for several years. They admit to having had too high a cost structure and not being sufficiently competitive from a Ï (0840) productivity viewpoint. Ultimately, their unfortunate decision to [Translation] terminate operations is symptomatic of those failures and not the result of any action taken or not taken by Air Canada. As regards specific questions relating to the Air Canada Public Participation Act, let me state clearly and unequivocally that we Aveos's unexpected closure of their facilities has forced Air continue to be in full compliance with the letter and the spirit of the Canada to act quickly and to put in place contingency arrangements act, despite the demise of Aveos. to ensure that our customers, of whom there are about 100,000 per day, are not inconvenienced and that our airplanes continue with [English] their regularly scheduled maintenance so they can continue flying. Our contingency arrangements are being driven solely by safety and On December 1, 2010, this very committee heard from officials regulatory compliance, and we will select maintenance, repair, and from the Department of Transport that in their view Air Canada was overhaul suppliers to perform scheduled maintenance on this basis. then compliant with all aspects of the law. Safety will not be compromised for political or any other expediencies. In May 2011, less than one year ago, Mr. Justice Newbould of the Ontario Superior Court of Justice ruled on the issue of whether we On a transitional basis, consistent with the high standards of our were in compliance with the maintenance facility requirements of the maintenance program, we have identified qualified and government- act following an application filed by the International Association of approved maintenance facilities in Canada and the U.S. to undertake Machinists and Aerospace Workers, IAMAW, the union that work that was scheduled to be performed by Aveos. For example, represents these workers. The court found that Air Canada did meet seven aircraft scheduled for maintenance have already been sent to the act's requirements on the basis of our own overhaul and two Quebec-based maintenance providers currently used by other maintenance functions. Canadian and international airlines, and there are a few other MROs —maintenance, repair, and overhaul providers—in Canada that have I quote from the conclusions of the Honourable Mr. Justice capacity, capability, and licences to do some of the work that we Newbould: require. We will also look to suppliers outside Canada, given capacity and expertise constraints in Canada. In summary I find that Air Canada does maintain operational and overhaul centres in those cities...by itself maintaining certain overhaul functions through its line Finally, contrary to some irresponsible statements made by others maintenance operations. in the media, I would like to categorically state that we have not sent Air Canada, irrespective of Aveos, continues to employ 2,400 and we will not send any work to Aeroman, the San Salvador-based maintenance employees at various bases in Canada, including those sister company of Aveos, under any circumstance. in Winnipeg, Toronto, and Montreal. This, incidentally, is 35% On a longer-term basis, Air Canada is encouraging MRO higher than it was in 2007. We are satisfied that the current companies from across Canada and around the world to conduct circumstances do not change the court's finding. due diligence and assess whether any of the former Aveos operations may be viable in Canada under new ownership. We have further Air Canada, on a going-forward basis, is committed to remaining publicly indicated that we have a strong preference for working with fully compliant with the act, as long as the act is in force.