Bart J. Biggers

BART BIGGERS is co-leader of Sidley’s global Aviation and Airlines practice and an internationally recognized advisor in transportation and infrastructure. For two decades, Bart has advised both operating and investment clients in mergers and acquisitions, commercial and cross-border transactions, outsourcing, workouts and restructurings, and corporate finance and corporate governance matters. During his career, he led and continues to lead evolutionary transactions for some of the largest airlines in the industry.

Bart’s deep understanding of the aviation and airline industry has earned him a well-deserved reputation as a preeminent aviation and airline lawyer and strategic partner to participants in the aviation and airline industry. His reputation is due to his two decades of dedication to the industry including his work as counsel to American Airlines during its Chapter 11 bankruptcy reorganization for which Bart guided the company through the assumption, rejection, or renegotiation of more than 50,000 agreements. In addition, Bart has guided clients through the merger integration process including the merger of an airline with its merger partner to create one of the world’s largest airlines.

Recently, he represented United Airlines in the purchase of supersonic aircraft that received significant media exposure, and was a leading story on a TODAY show broadcast on NBC and on a 60 Minutes broadcast on CBS. In addition, Bart has also recently assisted multiple airlines in the purchase of and investment in the manufacturing of electric vertical takeoff and landing (eVTOL) and electric regional aircraft. Bart’s work helping aviation and airline clients reduce greenhouse gas emissions and achieving ESG goals through innovation was recognized when Sidley was awarded the Financial Times' 2021 “Innovation in Sustainability and ESG” award. Bart also frequently speaks about aviation and airlines at conferences throughout the world. In April 2022, he was featured on Airlines Confidential, a leading industry podcast, discussing airline consolidation, sustainable aviation, pilot shortages, and other important issues.

Bart is particularly skilled in counseling major international and domestic airlines and industry participants on a wide array of commercial transactions for virtually all functions of the aviation and airline business, including fleet, supply chain, human resources, mergers and acquisitions, corporate development, marketing and sales, hospitality, loyalty programs, operations, regional matters, fuel, technology (hardware procurement, content and software licensing, data security, and privacy), and other business-process outsourcing transactions, as well as restructuring matters. His deep industry knowledge enables him to offer a strategic perspective that is invaluable to his clients.

As part of Bart’s broader transportation and infrastructure experience, he is a member of Sidley’s highly acclaimed Transportation practice, which U.S. News recognized as one of the nation’s top-tier practices in 2020 and a Band 1 ranking by Chambers USA in 2021. He advises clients as they navigate the complex legal challenges inherent in moving passengers and freight around the world. This experience includes some of the largest transactions in the rail industry over the past two decades.

Bart has established a practice that fulfills a range of corporate and commercial transactional needs for clients of any industry. This includes mergers and acquisitions, supply chain management, technology, business-process outsourcing agreements, cross-border transactions, workouts and corporate restructuring, corporate finance (including public and private securities and other capital markets transactions), corporate governance, and other general corporate matters.

Bart’s extensive experience includes working with public and private companies including private equity and hedge funds.

Bart’s international experience routinely spans the globe and includes representations in Europe, South America, Asia, and Africa.

Bart’s extensive experience assisting clients, both prior to and after joining Sidley, includes the following representative matters:

Strategic

• United Airlines in the formation of the Eco-Skies Alliance, a first-of-its-kind program that involves leading global corporations working with United to help power flying in a more sustainable way.
• A class I railroad in a multi-billion proposed merger with another class I railroad.
• Mainline carriers in connection with the negotiation of US$ billions for regional capacity purchase and code share agreements.
• One of the largest U.S. commercial airlines in post-merger integration efforts following a merger with a major competitor, including due diligence regarding existing contracts, termination or consolidation of duplicative contracts, negotiation of amendments and new agreements pertaining to expanded services, and preparation of, and revisions to, new and existing template agreements.
• One of the largest U.S. airlines in merger related matters.
• Regal Beloit Corporation in this US$9.1 billion Revers Morris Trust combination with PMC business of Rexnord Corporation.
• A major U.S.-based international airline in four transactions for divestitures of regional subsidiaries.
• A client with two divestitures of a significant minority stake in a U.S.-based Class 1 railroad.
• A client with acquisitions and dispositions of both assets and stock of privately and publicly held non-transportation companies.

Finance / Fleet

• United Airlines in its agreement to work with Archer Aviation, an air mobility company, whose electric vertical takeoff and landing (eVTOL) aircraft is designed to use electric motors and have the potential for future use as an ‘air taxi’ in urban markets. Once the aircraft are in operation, United would acquire a fleet of up to 200 eVTOL aircraft that would be operated by a partner and are expected to give customers a quick, economical, and low-carbon way to get to United's hub airports and commute in dense urban environments.
• United Airlines in its agreement with Denver-based aerospace company Boom Supersonic to purchase supersonic aircraft and work together on a sustainability initiative. Once Overture meets United's demanding safety, operating, and sustainability requirements, United will acquire 15 Boom “Overture” aircraft, with an option to purchase an additional 35. The aircraft are currently anticipated to enter service by the end of the decade.
• United Airlines Ventures in its investment in startup Heart Aerospace, a manufacturer of a 19-seat electric aircraft that can help to decarbonize regional air travel. Also representing United Airlines in its conditional agreement to purchase 100 of the ES-19 passenger aircraft once safety, business, and operating requirements are met.
• American Airlines in its investment in Vertical Aerospace, a leading UK-headquartered engineering and aeronautical business developing electric vertical takeoff and landing aircraft. The transaction included American’s conditional agreement to pre-order of 250 eVOTL aircraft, representing a potential pre-order commitment of US$1 billion, and an option to order an additional 100 aircraft.
• An international airline in an airport slot pledge as part of a government funded package.
• Airlines in the purchases of US$ hundreds of billions of new and legacy narrow-body and wide-body aircraft.
• Airlines in purchases and leases for a wide range of aircraft equipment and maintenance services, including fleet hour agreements, line and heavy maintenance services agreements (including engines, landing gear, brakes, and APUs), engine lease agreements, and equipment purchase agreements (including for engines, flight management systems, and other equipment).
• Aircraft sales agreements covering over 300 wide-body and narrow-body mainline and regional aircraft, airframes, propellers, and engines, including transactions related to cargo conversion of aircraft.
• Airlines in the sales of spare parts / equipment.

Commercial

• A leading international airline in the negotiation of agreements with other airlines and third-party lounge providers for clubs and partner lounges in both domestic and international locations.
• A leading international airline in over 25 transactions relating to loyalty program partnership agreements for earning and redeeming customer loyalty program awards for travel-related goods and services.
• Airlines in transactions related to the establishment of marketing partnerships with leading companies across a wide range of industries; design; and development of travel-booking tools with some of the world’s largest online travel agents.
• Airlines in marketing related to marketing, sales, and ancillary sales of travel products.
• Airlines in distribution services and Passenger Support Services (PSS).
• Airlines in transactions related to call centers and payment mechanics.
• Airlines in transactions related to the distribution of air fares including through online travel agents (OTAs).

Procurement

• United Airlines in the outsourcing of its catering operations at multiple hub locations to third-party vendors.
• Airlines in transactions for the procurement of US$ billions in aircraft interiors equipment and services for a wide range of narrow-body and wide-body fleet mainline and regional aircraft.
• Airlines in transactions involving the purchase of in-flight connectivity and seatback and wireless entertainment services, equipment, and maintenance.
• Airlines in transactions for the procurement of airport ground services.
• Airlines in transactions for the procurement of avionics and flight ops.
• Airlines in transactions for the procurement of telecommunications.
• Airlines in transactions for engine purchase, leasing, pooling, and swaps.
• Airlines in transactions for the procurement of gears, wheels, brakes, and APUs.
• Airlines in transactions for the procurement of Power by the Hour (PBH) and engine maintenance.
• Airlines in transactions for the procurement of cargo agreements.
• Airlines in transactions for the procurement of master services agreements for the outsourcing of various business processes.
• Airlines in transactions for the procurement of aircraft maintenance and modification support services.
• Airlines in transactions for the procurement of cargo ground-handling services agreements.
• Airlines in transactions for the procurement of catering services.
• Airlines in transactions for the procurement of facilities management.
• Airlines in transactions for the procurement of human resources functions, such as benefits and claims administration.
• Airlines in transactions for the procurement of consulting services.
• Airlines in transactions for the procurement of personnel management, including recruiting, hiring, and employee development.
• International airlines and major U.S.-based companies in connection with transactions pertaining to the purchase and sale of fuel and fuel-related services, including transportation and pipeline services, terminal-related services, and into-plane fueling.
• Airlines in transactions for the procurement of innovative airport security equipment, security services, and related agreements with government and regulatory agencies.

Human Resources

• An international airline in virtually all health and benefits agreements including PBM, EAP, 401K, defined benefits, and managed care.
• International airlines in the development and negotiation of pilot recruitment, mentoring, hiring, and other developmental programs with dozens of flight schools, universities, and colleges, including flight school financing arrangements to make private student loans available to flight students at certain partner flight school.

Restructuring/Bankruptcy

• One of the world’s largest airlines with its reorganization of during Chapter 11 bankruptcy, including leading the assumption or rejection of over 50,000 contracts and arrangements, resulting in creditors receiving over 100% return on pre-petition debt and creating the world’s largest airline through a merger with a major competitor.
• Clients and investors with regular counseling on bankruptcy related matters.
• Investors with advice on aviation related distressed investments.

Privacy

• A leading international airline in General Data Protection Regulation contractual compliance matters, including required contractual amendments; work included discovery and analysis of all such contracts; preparation of amendments and data processing agreements; and negotiation of the same.
• Airlines in the day-to-day counseling of privacy matters related to commercial agreements.

Securities

• Clients with guidance related to the Securities Exchange Act of 1934 reporting disclosures and conducting stockholder meetings.
• Clients with guidance related to NYSE, NASDAQ, and AMEX compliance and corporate governance matters.
• Clients with guidance related to the public and private equity offerings, asset-based securities offerings, convertible securities offerings, universal shelf offerings, and rights offerings.
• Clients with guidance related to the public and private debt offerings (senior and mezzanine), tender offers for public debt, and redemptions of public debt.

General Corporate

• U.S. and international companies in cross-border transactions.
• U.S. companies in corporate governance and executive compensation matters.

• ABA Forum on Air & Space Law
• The Wings Club of New York
• Aero Club of Washington, D.C.
• International Aviation Club (IAC)
• International Society of Transport Aircraft Trading
• State Bar of Texas (Aviation Law Section)
• Dallas Bar Association