Order 2015-3-4

Served: March 10, 2015

UNITED STATES OF AMERICA

DEPARTMENT OF TRANSPORTATION

UNITED STATES OF AMERICA

DEPARTMENT OF TRANSPORTATION

OFFICE OF THE SECRETARY

WASHINGTON, D.C.

Issued by the Department of Transportation

on the 10th day of March, 2015

Joint application of 

SOUTHERN AIR INC.,

and

FLORIDA WEST INTERNATIONAL

 AIRWAYS, INC.

for an exemption from the provisions of 

49 U.S.C § 41105

Docket DOT-OST-2015-0034

ORDER GRANTING EXEMPTION

Summary

By this order, we exempt Southern Air Inc. (“SAI”), and Florida West International

Airways, Inc. (“FWIA”), hereinafter the “Joint Applicants,” from the provisions of 

section 41105 of Title 49 of the United States Code (the Statute), subject to certain 

conditions.

Background 

On February 19, 2015, SAI and FWIA filed a joint application for a pendente lite 

exemption from section 41105 of the Statute. The Joint Applicants state that Worldwide 

Air Logistics Group, Inc. (“Worldwide”), the corporate parent of SAI1 intends to 

purchase Equipment Power, Inc., the parent company of FWIA. In support of this 

request, the Joint Applicants state that, upon consummation of the transaction each air 

carrier will operate as separate airlines. They further contend that grant of the exemption 

request would be consistent with the past practice of the Department.

The Department has held that a stock acquisition resulting in common control of two air

carriers having international route authority constitutes a de facto certificate transfer 

subject to section 41105. The relief requested here would allow the Joint Applicants to 

operate under the common ownership and control of Worldwide pending the 

Department’s action on a contemporaneously filed de facto transfer application.2

 

 1 SAI is wholly owned by Cargo 360, LLC (“Cargo 360”), which is wholly owned by Worldwide. 

Worldwide is in turn wholly owned by Southern Air Holdings, Inc. 

2 On February 19, 2015, concurrent with their exemption application in Docket DOT-OST-2015-0034, 

the Joint Applicants filed an application in Docket DOT-OST-2015-0033 for a disclaimer of jurisdiction, 
2

SAI holds certificates of public convenience and necessity authorizing it to engage in 

interstate and foreign charter air transportation of property and mail, and foreign 

scheduled air transportation of property and mail between the United States and all openskies countries.3

 SAI also holds all cargo exemption authority between the U.S. and 

Hong Kong and between the U.S. and the People’s Republic of China.4

FWIA holds certificates of public convenience and necessity authorizing it to engage in

interstate scheduled air transportation of property and mail, and foreign scheduled air 

transportation of property and mail between the United States and all open-skies 

countries.5 FWIA also holds all-cargo certificate authority between the U.S. and certain 

points in Argentina, Bolivia, Brazil, Peru, and Venezuela.6 

No answers opposing the Joint Applicants’ request were filed. 

Decision

We have decided to grant the request for an exemption from the provisions of section 

41105 until we have ruled on the de facto transfer request. The parties correctly noted 

that our grant of exemptions in cases such as this is contingent upon the air carriers 

involved, in this case SAI and FWIA, remaining separate and independently operated 

entities until the Department rules on the underlying de facto transfer request. In this 

case, as in previous cases,7 we see no reason to withhold exemption authority pending 

Departmental action on the certificate transfer application. As long as SAI and FWIA

remain separate entities, should we disapprove the proposed transfer either in whole or in 

part, Worldwide could divest itself of FWIA. The Joint Applicants should not construe 

our grant of this exemption as a decision to approve the related de facto transfer 

application or any aspect of that application. 

ACCORDINGLY,

1. We exempt Southern Air Inc., and Florida West International Airways, Inc., from the 

provisions of section 41105 of the Statute, to the extent necessary to allow them to 

operate under the common ownership of Worldwide Air Logistics Group, Inc., pending 

the Department’s final action on the de facto transfer application in Docket DOT-OST2015-0033, subject to the condition that, pending such final action, Southern Air Inc., and 

 or, in the alternative, the Department’s approval under 49 U.S.C. § 41105 of the Statute of the de facto

transfer of the economic authorities held by SAI and FWIA under the common control of Worldwide. 3 See Order 2000-2-8, issued February 4, 2000, and Order 2007-7-4, issued May 7, 2007. 4 See Notice of Action Taken dated February 5, 2014, in Docket DOT-OST-2006-24703 and Notice of 

Action Taken dated December 3, 2013, in Docket DOT-OST-2010-0157. 5 See Order 1998-1-27, issued January 27, 1998, and Order 2007-7-4, issued May 7, 2007. 6 See Order 1999-12-7, issued December 13, 1999; Notice of Action Taken dated October 25, 2013, in 

Docket DOT-OST-2011-0194; and Notice of Action Taken dated July 14, 2014, in DOT-OST-2012-0162. 7 See Order 89-1-60, p. 4; Order 97-9-3, p. 3; and Order 97-11-8, p. 5.
3

Florida West International Airways, Inc., continue to be maintained and operated as 

separate entities.

8

2. This authority shall be effective until 90 days after the Department issues its final 

order on the joint application of Southern Air Inc., and Florida West International 

Airways, Inc., in Docket DOT-OST-2015-0033 for approval of a transfer of route 

authority under section 41105 of the Statute. 

3. We may amend, modify, or revoke this order at any time and without a hearing. 

4. We will serve a copy of this order on the persons listed in Attachment A. 

By:

SUSAN L. KURLAND

Assistant Secretary

for Aviation and International Affairs

An electronic version of this document is available on the World Wide Web at

http://www.regulations.gov

 8 We acted on the request for exemption authority prior to the expiration of the answer period with the 

consent of all parties served.
Attachment A

SERVICE LIST FOR

SOUTHERN AIR INC., AND FLORIDA WEST INTERNATIONAL 

AIRWAYS, INC.

Aaron Goerlich (Southern Air) agoerlich@ggh-airlaw.com

Marshall Sinick (Florida West International) sandysinick@gmail.com

Robert Silverberg (ABX Air) rsilverberg@sgbdc.com

David Heffernan (Alaska Airlines) dhefferman@cozen.com

Robert Wirick (American) robert.wirick@aa.com

Howard Kass (American) howard.kass@aa.com

John L. Richardson (Amerijet International) jrichardson@johnlrichardson.com

Joan Canny (Amerijet International) jcanny@amerijet.com

Russell E. Pommer (Atlas Air) rpommer@atlasair.com

John Mietus (Centurion Air Cargo) john@mietuslaw.com

Alexander Van der Sellen (Delta) sascha.vanderbellen@delta.com

Chris Walker (Delta) chris.walker@delta.com

Nancy Sparks (FedEx) nssparks@fedex.com

Courtney Felts (FedEx) cefelts@fedex.com

G. Bailey Leopard (FedEx) gbleopard@fedex.com

Stephen Lachter (Frontier) Stephen.lachter@lachterlaw.com

Jonathan Hill (Hawaiian/JetBlue) jhill@cooley.com

Parker Erkmann (Hawaiian/JetBlue) perkmann@cooley.com

Mark W. Atwood (Kalitta/Dynamic) matwood@cozen.com

Pierre Murphy (National Airlines) pmurphy@lopmurphy.com

Kevin Montgomery (Polar) kevin.montgomery@polaraircargo.com

Robert Kneisley (Southwest) bob.kneisley@wnco.com

Joanne Young (Spirit) jyoung@yklaw.com

Dan Weiss (United) dan.weiss@united.com

Stephen Morrissey (United) steve.morrissey@united.com

Anita Mosner (UPS) anita.mosner@hklaw.com

Jennifer Nowak (UPS) Jennifer.nowak@hklaw.com

John Duncan (FAA) john.s.duncan@faa.gov

Stephen Cristina (State Department) cristinasa@state.gov

Federal Aviation Administration peter.lynch@faa.dot.gov

Federal Aviation Administration mark.mazor@faa.dot.gov

Federal Aviation Administration julio.arizmendi@faa.dot.gov

Federal Aviation Administration andy.gambardella@faa.dot.gov