Current Report Filing (8-k)
June 14 2017 - 4:04PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 14, 2017
AMERICAN AIRLINES GROUP INC.
AMERICAN AIRLINES, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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1-8400
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75-1825172
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Delaware
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1-2691
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13-1502798
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(State or other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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4333 Amon Carter Blvd., Fort Worth, Texas
4333 Amon Carter Blvd., Fort Worth, Texas
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76155
76155
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
(817) 963-1234
(817)
963-1234
N/A
(Former name or former address if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this
chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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Emerging Growth Company
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If an emerging growth company, indicate by check mark if the registrant has elected
not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 1.01.
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ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
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On June 14, 2017 (the Closing Date),
American Airlines, Inc. (American) and American Airlines Group Inc. (AAG) entered into a Third Amendment to the Amended and Restated Credit and Guaranty Agreement (the Third Amendment), amending the Amended and
Restated Credit and Guaranty Agreement dated as of April 20, 2015 (as amended prior to the date hereof, the 2015 Credit Agreement), among American, AAG, the lenders from time to time party thereto, Citibank N.A., as administrative
agent, and certain other parties thereto.
On the Closing Date, the aggregate principal amount of the term loans outstanding under the 2015 Credit
Agreement (the Existing Term Loans) was $735 million. Under the Third Amendment, among other things, American refinanced the Existing Term Loans with proceeds of term loans incurred pursuant to the Third Amendment (the 2017 Term
Loans). Pursuant to the Third Amendment, the interest rate margin on the 2017 Term Loans was reduced to 2.00% for those loans with interest rates based on LIBOR (compared to 2.50% for the Existing Term Loans) and to 1.00% for loans with
interest rates based on an index (compared to 1.50% for the Existing Term Loans). The revolving credit facility under the 2015 Credit Agreement remains unchanged and, as of the Closing Date, there were no borrowings or letters of credit outstanding
thereunder.
See the Quarterly Report on Form 10-Q of AAG and American for the period ended March 31, 2017 for more information regarding the credit
facilities established under the 2015 Credit Agreement.
ITEM 2.03.
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CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT
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The information described under Item 1.01 above Entry into a Material Definitive Agreement is incorporated herein by reference.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, American Airlines Group Inc. has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
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AMERICAN AIRLINES GROUP INC.
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Date: June 14, 2017
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By:
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/s/ Derek Kerr
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Derek Kerr
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Chief Financial Officer
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Pursuant to the requirements of the Securities Exchange Act of 1934, American Airlines, Inc. has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.
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AMERICAN AIRLINES, INC.
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Date: June 14, 2017
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By:
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/s/ Derek Kerr
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Derek Kerr
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Chief Financial Officer
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