Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
June 10 2020 - 4:30PM
Edgar (US Regulatory)
Issuer Free Writing Prospectus filed pursuant to Rule 433
Registration Statement No. 333-238725
Pricing Term Sheet
Dated June 10, 2020
DELTA AIR LINES, INC.
7.375%
Notes Due 2026
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Issuer:
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Delta Air Lines, Inc.
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Principal Amount:
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$1,250,000,000
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Maturity Date:
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January 15, 2026
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Coupon:
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7.375%
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Public Offering Price:
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99.986% of the principal amount
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Yield to Maturity:
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7.375%
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Interest Payment Dates:
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January 15 and July 15, commencing January 15, 2021
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Optional Redemption:
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At any time prior to December 15, 2025 (one month prior to the maturity date), the notes will be redeemable, in whole or in part, at a
redemption price equal to the greater of (i) 100% of the principal amount of the notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the notes to be redeemed that would
have been made if such notes matured on December 15, 2025 (exclusive of interest accrued to the redemption date) discounted to the redemption date on a semi-annual basis (assuming a 360-day year
consisting of twelve 30-day months) at the applicable treasury rate plus 50 basis points, plus, in each case, accrued and unpaid interest on the principal amount of the notes to be redeemed to the date of
redemption.
At any time on or after December 15, 2025, the notes will be
redeemable, in whole or in part, at a redemption price of 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest thereon to the date of redemption.
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Settlement Date:
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T+2; June 12, 2020
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CUSIP:
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247361 ZZ4
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ISIN:
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US247361ZZ42
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Ratings (Moodys / S&P / Fitch)*:
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Baa3 / BB / BB+
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Minimum Denomination:
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$2,000 and integral multiples of $1,000 in excess thereof
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Joint Book-Running Managers:
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Goldman Sachs & Co. LLC
Morgan
Stanley & Co. LLC
Barclays Capital Inc.
BofA
Securities, Inc.
J.P. Morgan Securities LLC
Wells Fargo
Securities, LLC
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Passive Book-Runners:
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BBVA Securities Inc.
SMBC Nikko Securities
America, Inc.
Standard Chartered Bank
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Co-Managers:
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Credit Agricole Securities (USA) Inc.
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Changes from Preliminary Prospectus Supplement:
General
All references in the preliminary
prospectus supplement to 2027 Secured Notes will change to 2025 Secured Notes.
Recent Developments
The reference to $3.5 billion of our senior secured notes due 2027 in the second paragraph under the heading Recent
Developments will change to $3.5 billion of our senior secured notes due 2025.
The information herein supplements the
preliminary prospectus supplement and supersedes the information in the
preliminary prospectus supplement to the extent inconsistent with the information
in the preliminary prospectus supplement.
Unless otherwise indicated, terms used but not defined herein have the meanings assigned to such terms in the
preliminary prospectus supplement.
It is expected that
delivery of the notes will be made against payment on the notes on or about June 12, 2020, which will be two business days (as such term is used for purposes of Rule 15c6-1 of the Securities Exchange Act, as
amended) following the date of pricing of the notes (this settlement cycle is referred to as T+2).
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Note: A securities rating is not a recommendation to buy, sell or hold securities and may be revised or
withdrawn at any time.
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The issuer has filed a registration statement (including a base prospectus and preliminary prospectus
supplement) with the SEC for the offering to which this communication relates. Before you invest, you should read the base prospectus and preliminary prospectus supplement in that registration statement and other documents the issuer has filed with
the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the
offering will arrange to send you the prospectus if you request it by calling Goldman Sachs & Co. LLC at 1-866-471-2526
or Morgan Stanley & Co. LLC at 1-800-718-1649.
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