aa08228k.htm
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
earliest event
reported:
August 22, 2008
American
Airlines,
Inc. _
(Exact
name of registrant as specified in its charter)
Delaware 1-2691 13-1502798 _
(State of
Incorporation) ( Commission File Number) (IRS
Employer Identification No.)
4333 Amon Carter
Blvd. Fort Worth,
Texas 76155
(Address
of principal executive offices) (Zip Code)
(817)
963-1234 _
(Registrant's
telephone number)
(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)
[
] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[
] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[
] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item
8.01 Other
Events
American
Airlines, Inc is furnishing herewith a press release issued on August 22, 2008
by its parent company, AMR Corporation (AMR) as Exhibit 99.1, which is included
herein. This press release was issued to announce put option
notification for 4.25% senior convertible notes due 2023.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
American
Airlines, Inc.
/s/ Kenneth W.
Wimberly
Kenneth
W. Wimberly
Corporate
Secretary
Dated: August
22, 2008
EXHIBIT
INDEX
Exhibit Description
CONTACT: Corporate
Communications
Fort
Worth, Texas
817-967-1577
corp.comm@aa.com
FOR
RELEASE: Friday, Aug. 22, 2008
AMR
CORPORATION ANNOUNCES PUT OPTION NOTIFICATION
FOR
4.25% SENIOR CONVERTIBLE NOTES DUE 2023
FORT
WORTH, Texas – AMR Corporation (NYSE: AMR) today announced that it is notifying
holders of the $225,490,000 outstanding principal amount of its 4.25% Senior
Convertible Notes due 2023 (the “Notes”) that they have an option, pursuant to
the terms of the Notes, to require AMR to purchase, on Sept. 23, 2008, all or a
portion of such holders’ Notes (the “Put Option”) at a price equal to $1,000 per
$1,000 principal amount of the Notes, plus any accrued and unpaid interest to
Sept. 23, 2008. As Sept.
23, 2008 is an interest payment date for the Notes, interest accrued up to the
purchase date will be paid to record holders as of the regular record date
immediately preceding this interest payment date, and therefore AMR expects that
there will be no accrued and unpaid interest due as part of the purchase
price. Under the terms of the Notes, AMR has the option to pay the
purchase price for the Notes with cash, stock, or a combination of cash and
stock, and has elected to pay for the Notes solely with cash.
As
required by rules of the Securities and Exchange Commission, AMR will file a
Tender Offer Statement on Schedule TO later today. In addition, AMR’s
company notice to holders (a copy of which will be attached as an exhibit to
such Schedule TO) with respect to the Put Option specifying the terms,
conditions and procedures for exercising the Put Option will be available
through The Depository Trust Company and the paying agent, which is Wilmington
Trust Company. None of AMR, its board of directors, or its employees
has made or is making any representation or recommendation to any holder as to
whether to exercise or refrain from exercising the Put Option.
Noteholders’
opportunity to exercise the Put Option will commence on Aug. 22, 2008, and will
terminate at 5:00 p.m., New York City time, on Sept. 22,
2008. Holders may withdraw any previously delivered purchase notice
pursuant to the terms of the Put Option at any time prior to 5:00 p.m., New York
City time, on Sept. 22, 2008.
The
address of Wilmington Trust Company is Rodney Square North, 1100 North Market
Street, 9th Floor, Wilmington, Delaware, 19890, Attention: Alisha
Clendaniel.
This
press release is for informational purposes only and is not an offer to
purchase, or the solicitation of an offer to purchase, the Notes.
This
press release contains various “forward-looking statements” within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, which represent our expectations or
beliefs concerning future events. When used in this release, the
words “expects,” “plans,” “anticipates,” “indicates,” “believes,” “forecast,”
“guidance,” “outlook,” “may,” “will,” “should,” “seeks”, “targets” and
similar expressions are intended to identify forward-looking statements.
Similarly, statements that describe our objectives, plans or goals are
forward-looking statements. Forward-looking statements include,
without limitation, our expectations concerning operations and financial
conditions, including changes in capacity, revenues, and costs, future financing
plans and needs, fleet plans, overall economic conditions, plans and objectives
for future operations, and the impact on us of our results of operations in
recent years and the sufficiency of our financial resources to absorb that
impact. Other forward-looking statements include statements which do
not relate solely to historical facts, such as, without limitation, statements
which discuss the possible future effects of current known trends or
uncertainties, or which indicate that the future effects of known trends or
uncertainties cannot be predicted, guaranteed, or assured. All
forward-looking statements in this release are based upon information available
to us on the date of this release. We undertake no obligation to
publicly update or revise any forward-looking statement, whether as a result of
new information, future events, or otherwise.
Forward-looking
statements are subject to a number of factors that could cause our actual
results to differ materially from our expectations. The following
factors, in addition to other possible factors not listed, could cause our
actual results to differ materially from those expressed in forward-looking
statements: our materially weakened financial condition, resulting from our
significant losses in recent years; our ability to generate additional revenues
and reduce our costs; changes in economic and other conditions beyond our
control, and the volatile results of our operations; our substantial
indebtedness and other obligations; our ability to satisfy existing financial or
other covenants in certain of our credit agreements; continued high and volatile
fuel prices and further increases in the price of fuel, and the availability of
fuel; the fiercely and increasingly competitive business environment we face;
industry consolidation; competition with reorganized carriers; low fare levels
by historical standards and our reduced pricing power; our need to raise
substantial additional funds and our ability to do so on acceptable terms;
changes in our corporate or business strategy; government regulation of our
business; conflicts overseas or terrorist attacks; uncertainties with respect to
our international operations; outbreaks of a disease (such as severe acute
respiratory syndrome or avian flu) that affects travel behavior; labor costs
that are higher than those of our competitors; uncertainties with respect to our
relationships with unionized and other employee work groups; increased insurance
costs and potential reductions of available insurance coverage; our ability to
retain key management personnel; potential failures or disruptions of our
computer, communications or other technology systems; changes in the price of
our common stock; and our ability to reach acceptable agreements with third
parties. Additional information concerning these and other factors is
contained in AMR Corporation’s and American Airlines, Inc.’s filings with the
Securities and Exchange Commission, including but not limited to AMR’s and
American’s Quarterly Reports on Form 10-Q for the quarters ended
March 31, 2008 and June 30, 2008, and AMR’s and American’s Annual Reports
on Form 10-K for the year ended December 31, 2007.
###
Current
AMR Corp. news releases can be accessed via the Internet.
The
address is http://www.aa.com