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): January 12, 2015
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 |
Delaware |
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1-2691 |
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13-1502798 |
(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 |
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76155 |
4333 Amon Carter Blvd., Fort Worth, Texas |
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76155 |
(Address of principal executive offices) |
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(Zip Code) |
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:
¨ |
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)) |
ITEM 7.01 |
REGULATION FD DISCLOSURE. |
On January 12, 2015, American Airlines Group Inc.
(American) announced via press release certain traffic statistics for December 2014. A copy of Americans press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed to be filed for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section and shall not be deemed incorporated by reference into any registration statement or other document filed
pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
ITEM 9.01. |
FINANCIAL STATEMENTS AND EXHIBITS. |
(d) Exhibits.
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Exhibit No. |
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Description |
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99.1 |
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Press Release, dated January 12, 2015. |
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: January 12, 2015 |
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By: |
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/s/ Derek J. Kerr |
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Derek J. Kerr |
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Executive Vice President and Chief Financial
Officer |
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: January 12, 2015 |
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By: |
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/s/ Derek J. Kerr |
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Derek J. Kerr |
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Executive Vice President and Chief Financial
Officer |
EXHIBIT INDEX
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Exhibit No. |
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Description |
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99.1 |
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Press Release, January 12, 2015. |
Exhibit 99.1
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Corporate Communications |
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817-967-1577
mediarelations@aa.com |
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Investor Relations |
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817-931-3423
investor.relations@aa.com |
FOR RELEASE: Monday, January 12, 2015
AMERICAN AIRLINES GROUP REPORTS DECEMBER TRAFFIC RESULTS
FORT WORTH, Texas American Airlines Group (NASDAQ: AAL) today reported December and full year 2014 traffic results.
American Airlines Groups total revenue passenger miles (RPMs) for the month were 18.1 billion, down 0.4 percent versus December 2013. Total capacity was
22.5 billion available seat miles (ASMs), up 3.7 percent versus December 2013. Total passenger load factor was 80.4 percent for the month of December, down 3.4 percentage points versus December 2013.
The Company expects its fourth quarter 2014 consolidated passenger revenue per available seat mile (PRASM) to be approximately flat to down two percent. In
addition, the Company expects its fourth quarter pretax margin excluding special charges to be approximately 10 percent to 11 percent. For more financial forecasting detail, please refer to the Companys investor relations update also filed
this morning on SEC Form 8-K.
The following summarizes American Airlines Group traffic results for the month and full year ended December 31, 2014
and 2013, consisting of mainline-operated flights, wholly owned regional subsidiaries and operating results from capacity purchase agreements.
The
Company believes it is more meaningful to compare year-over-year results for American Airlines and US Airways on a combined basis. Accordingly, the traffic results provided above and in the enclosed table combine the traffic results for all periods
presented.
more
American Airlines Group Reports December 2014 Traffic
January 12, 2015
Page
2
American Airlines Group Traffic Results
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December (a) |
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Year to Date (a) |
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2014 |
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2013 |
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Change |
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2014 |
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2013 |
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Change |
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Revenue Passenger Miles (000) |
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Domestic |
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10,572,828 |
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10,516,987 |
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0.5 |
% |
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125,916,494 |
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124,276,104 |
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1.3 |
% |
Atlantic |
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1,957,384 |
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2,114,324 |
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(7.4 |
)% |
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29,305,656 |
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29,684,775 |
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(1.3 |
)% |
Latin America |
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2,904,151 |
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3,096,435 |
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(6.2 |
)% |
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32,093,575 |
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32,181,556 |
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(0.3 |
)% |
Pacific |
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757,740 |
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609,028 |
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24.4 |
% |
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8,335,040 |
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7,882,915 |
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5.7 |
% |
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International |
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5,619,275 |
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5,819,787 |
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(3.4 |
)% |
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69,734,271 |
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69,749,246 |
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% |
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Mainline |
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16,192,103 |
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16,336,774 |
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(0.9 |
)% |
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195,650,765 |
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194,025,350 |
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0.8 |
% |
Regional |
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1,877,673 |
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1,810,219 |
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3.7 |
% |
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22,218,836 |
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21,514,230 |
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3.3 |
% |
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Total Revenue Passenger Miles |
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18,069,776 |
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18,146,993 |
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(0.4 |
)% |
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217,869,601 |
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215,539,580 |
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1.1 |
% |
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Available Seat Miles (000) |
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Domestic |
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12,814,619 |
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12,247,423 |
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4.6 |
% |
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148,082,866 |
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146,224,192 |
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1.3 |
% |
Atlantic |
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2,527,195 |
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2,601,598 |
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(2.9 |
)% |
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37,573,447 |
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35,966,847 |
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4.5 |
% |
Latin America |
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3,760,136 |
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3,833,084 |
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(1.9 |
)% |
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41,580,818 |
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40,081,311 |
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3.7 |
% |
Pacific |
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924,752 |
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704,778 |
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31.2 |
% |
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10,284,844 |
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9,600,509 |
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7.1 |
% |
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International |
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7,212,083 |
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7,139,460 |
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1.0 |
% |
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89,439,109 |
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85,648,667 |
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4.4 |
% |
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Mainline |
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20,026,702 |
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19,386,883 |
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3.3 |
% |
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237,521,975 |
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231,872,859 |
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2.4 |
% |
Regional |
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2,438,002 |
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2,279,219 |
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7.0 |
% |
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28,134,563 |
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28,040,874 |
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0.3 |
% |
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Total Available Seat Miles |
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22,464,704 |
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21,666,102 |
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3.7 |
% |
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265,656,538 |
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259,913,733 |
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2.2 |
% |
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Load Factor (%) |
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Domestic |
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82.5 |
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85.9 |
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(3.4 |
)pts |
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85.0 |
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85.0 |
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pts |
Atlantic |
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77.5 |
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81.3 |
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(3.8 |
)pts |
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78.0 |
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82.5 |
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(4.5 |
)pts |
Latin America |
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77.2 |
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80.8 |
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(3.6 |
)pts |
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77.2 |
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80.3 |
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(3.1 |
)pts |
Pacific |
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81.9 |
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86.4 |
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(4.5 |
)pts |
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81.0 |
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82.1 |
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(1.1 |
)pts |
International |
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77.9 |
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81.5 |
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(3.6 |
)pts |
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78.0 |
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81.4 |
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(3.4 |
)pts |
Mainline |
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80.9 |
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84.3 |
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(3.4 |
)pts |
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82.4 |
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83.7 |
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(1.3 |
)pts |
Regional |
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77.0 |
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79.4 |
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(2.4 |
)pts |
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79.0 |
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76.7 |
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2.3 |
pts |
Total Load Factor |
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80.4 |
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83.8 |
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(3.4 |
)pts |
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82.0 |
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82.9 |
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(0.9 |
)pts |
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Enplanements |
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Mainline |
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12,165,444 |
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12,145,402 |
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0.2 |
% |
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145,574,439 |
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143,747,154 |
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1.3 |
% |
Regional |
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4,320,480 |
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4,163,080 |
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3.8 |
% |
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51,766,362 |
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49,992,258 |
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3.5 |
% |
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Total Enplanements |
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16,485,924 |
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16,308,482 |
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1.1 |
% |
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197,340,801 |
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193,739,412 |
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1.9 |
% |
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System Cargo Ton Miles (000) |
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197,387 |
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191,357 |
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3.2 |
% |
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2,332,508 |
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2,198,178 |
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6.1 |
% |
(a) |
Represents the combined traffic results of American and US Airways. |
Notes:
1) |
Canada, Puerto Rico and U.S. Virgin Islands are included in the domestic results. |
2) |
Latin America numbers include the Caribbean. |
3) |
Regional includes wholly owned subsidiaries and operating results from capacity purchase carriers. |
American Airlines Group Reports December 2014 Traffic
January 12, 2015
Page
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About American Airlines Group
American Airlines Group (NASDAQ: AAL) is the holding company for American Airlines and US Airways. Together with wholly owned and third-party regional
carriers operating as American Eagle and US Airways Express, the airlines operate an average of nearly 6,700 flights per day to 339 destinations in 54 countries from its hubs in Charlotte, Chicago, Dallas/Fort Worth, Los Angeles, Miami, New York,
Philadelphia, Phoenix and Washington, D.C. The American Airlines AAdvantage and US Airways Dividend Miles programs allow members to earn miles for travel, vacation packages, car rentals, hotel stays and everyday purchases. Members of both programs
can redeem miles for tickets as well as upgrades to First Class and Business Class. In addition, AAdvantage members can redeem miles for vacation packages, car rentals, hotel stays and retail products. American is a founding member of the
oneworld alliance, whose members and members-elect serve nearly 1,000 destinations with 14,250 daily flights to 150 countries. Connect with American on Twitter @AmericanAir and at Facebook.com/AmericanAirlines and follow US Airways on Twitter
@USAirways.
Cautionary Statement Regarding Forward-Looking Statements and Information
This document includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements
may be identified by words such as may, will, expect, intend, anticipate, believe, estimate, plan, project, could,
should, would, continue, seek, target, guidance, outlook, if current trends continue, optimistic, forecast and other similar
words. Such statements include, but are not limited to, statements about the expected fourth quarter pre-tax margin, the expected change in PRASM, and other statements that are not historical facts. These forward-looking statements are based on the
current objectives, beliefs and expectations of the Company, and they are subject to significant risks and uncertainties that may cause actual results and financial position and timing of certain events to differ materially from the information in
the forward-looking statements. The following factors, among others, could cause actual results and financial position and timing of certain events to differ materially from those described in the forward-looking statements: significant operating
losses in the future; downturns in economic conditions that adversely affect the Companys business; the impact of continued periods of high volatility in fuel costs, increased fuel prices and significant disruptions in the supply of aircraft
fuel; competitive practices in the industry, including the impact of low cost carriers, airline alliances and industry consolidation; the challenges and costs of integrating operations and realizing anticipated synergies and other benefits of the
merger transaction with US Airways Group, Inc.; the Companys substantial indebtedness and other obligations and the effect they could have on the Companys business and liquidity; an inability to obtain sufficient financing or other
capital to operate successfully and in accordance with the Companys current business plan; increased costs of financing, a reduction in the availability of financing and fluctuations in interest rates; the effect the Companys high level
of fixed obligations may have on its ability to fund general corporate requirements, obtain additional financing and respond to competitive developments and adverse economic and industry conditions; the Companys significant pension and other
post-employment benefit funding obligations; the impact of any failure to comply with the covenants contained in financing arrangements; provisions in credit card processing and other commercial agreements that may materially reduce the
Companys liquidity; the limitations of the Companys historical consolidated financial information, which is not
American Airlines Group Reports December 2014 Traffic
January 12, 2015
Page
4
directly comparable to its financial information for prior or future periods; the impact of union disputes, employee strikes and other labor-related disruptions; any inability to maintain labor
costs at competitive levels; interruptions or disruptions in service at one or more of the Companys hub airports; any inability to obtain and maintain adequate facilities, infrastructure and slots to operate the Companys flight schedule
and expand or change its route network; the Companys reliance on third-party regional operators or third-party service providers that have the ability to affect the Companys revenue and the publics perception about its services;
any inability to effectively manage the costs, rights and functionality of third-party distribution channels on which the Company relies; extensive government regulation, which may result in increases in the Companys costs, disruptions to the
Companys operations, limits on the Companys operating flexibility, reductions in the demand for air travel, and competitive disadvantages; the impact of the heavy taxation to which the airline industry is subject; changes to the
Companys business model that may not successfully increase revenues and may cause operational difficulties or decreased demand; the loss of key personnel or inability to attract and retain additional qualified personnel; the impact of
conflicts overseas, terrorist attacks and ongoing security concerns; the global scope of the Companys business and any associated economic and political instability or adverse effects of events, circumstances or government actions beyond its
control, including the impact of foreign currency exchange rate fluctuations and limitations on the repatriation of cash held in foreign countries; the impact of environmental regulation; the Companys reliance on technology and automated
systems and the impact of any failure of these technologies or systems; challenges in integrating the Companys computer, communications and other technology systems; costs of ongoing data security compliance requirements and the impact of any
significant data security breach; losses and adverse publicity stemming from any accident involving any of the Companys aircraft or the aircraft of its regional or codeshare operators; delays in scheduled aircraft deliveries, or other loss of
anticipated fleet capacity, and failure of new aircraft to perform as expected; the Companys dependence on a limited number of suppliers for aircraft, aircraft engines and parts; the impact of changing economic and other conditions beyond the
Companys control, including global events that affect travel behavior such as an outbreak of a contagious disease, and volatility and fluctuations in the Companys results of operations due to seasonality; the effect of a higher than
normal number of pilot retirements and a potential shortage of pilots; the impact of possible future increases in insurance costs or reductions in available insurance coverage; the effect of several lawsuits that were filed in connection with the
merger transaction with US Airways Group, Inc. and remain pending; an inability to use NOL carryforwards; any impairment in the amount of goodwill the Company recorded as a result of the application of the acquisition method of accounting and an
inability to realize the full value of the Companys and American Airlines respective intangible or long-lived assets and any material impairment charges that would be recorded as a result; price volatility of the Companys common
stock; delay or prevention of stockholders ability to change the composition of the Companys board of directors and the effect this may have on takeover attempts that some of the Companys stockholders might consider beneficial; the
effect of provisions of the Companys Certificate of Incorporation and Bylaws that limit ownership and voting of its equity interests, including its common stock; the effect of limitations in the Companys Certificate of Incorporation on
acquisitions and dispositions of its common stock designed to protect its NOL carryforwards and certain other tax attributes, which may limit the liquidity of its common stock; and other economic, business, competitive, and/or regulatory
American Airlines Group Reports December 2014 Traffic
January 12, 2015
Page
5
factors affecting the Companys business, including those set forth in the Companys quarterly
report on Form 10-Q for the period ending September 30, 2014 (especially in the Risk Factors and Managements Discussion and Analysis of Financial Condition and Results of Operations sections) and other risks and
uncertainties listed from time to time in the Companys filings with the SEC. Any forward-looking statements speak only as of the date hereof or as of the dates indicated in the statements. The Company does not assume any obligation to publicly
update or supplement any forward-looking statement to reflect actual results, changes in assumptions or changes in other factors affecting these forward-looking statements except as required by law.
###
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