Issuer Free Writing Prospectus (to the Preliminary Prospectus Supplement dated June 29, 2009) Filed pursuant to Rule 433 Registration No. 333-136563 333-136563-01 |
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2009-1A EETC Investor Presentation June 29, 2009 |
Safe Harbor Please note that many of our statements will constitute 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 constitute the Company's expectations or beliefs concerning future events. These matters are subject to a number of factors that could cause actual results to differ from our expectations. These factors include, but are not limited to, domestic and international economic conditions, commodity prices, general competitive factors including, but not limited to, government regulations, uncertainty in domestic or international operations, acts of war or terrorism, our ability to access the capital markets and changes in the Company's business strategy, any of which could affect our actual results. Additional information concerning these and other factors is contained in our Securities and Exchange Commission filings, including but not limited to our quarterly report on Form 10-Q for the quarter ended March 31, 2009 and annual report on Form 10-K for the year ended December 31, 2008. 1 |
The issuer has filed a registration statement (including a prospectus and prospectus supplement) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus and the 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 at 1-866-471-2526 or Morgan Stanley at 1-866-718-1649 (institutional investors). 2 |
American Airlines 2009-1 Class A EETC American Airlines ("American") is offering $520,110,000 of Class A Pass Through Certificates, Series 2009-1 The Certificates will have the benefit of a security interest in the following 20 aircraft: 16 new Boeing 737-800 aircraft, selected from a pool of 59 new aircraft, to be delivered to American between July 2009 and October 2010 4 Boeing 777-200ER currently unencumbered aircraft originally delivered to American in 1999 and 2000 Joint Structuring Agents & Bookrunners: Goldman Sachs and Morgan Stanley Co-Lead Manager: Calyon Securities 3 |
Summary of the Offering Principal Amount $520,110,000 Expected Ratings (Moody's / S&P) Baa3 / A- Initial1 and Highest LTV 48.7%, 48.7% Interest Rate Fixed, semi-annual, 30/360 count Expected Principal Distribution Window 0.5 to 10 years Initial Average Life 7.3 years Regular Distribution Dates January 2 and July 2, commencing January 2, 2010 Final Expected Distribution Dates July 2, 2019 Final Legal Distribution Date January 2, 2021 Section 1110 Protection Yes Liquidity Facility Coverage 3 semi-annual interest payments Depositary Funds raised to finance new delivery of B737-800 aircraft will be held in escrow with the Depositary and withdrawn from time to time to purchase Equipment Notes as the B737-800 aircraft are delivered. 1 Initial LTV as of January 2, 2011 after all aircraft are expected to have been delivered. 4 |
Structural Strengths Senior Ranking of Certificates Single Class A tranche offered, with option to issue an additional subordinated tranche in the future Single standard post 2004 EETC waterfall If American elects to select a Class B Liquidity Provider, all payments owed to the Class B liquidity provider will be subordinate to payments due to Class A certificate holders Ample Collateral Coverage Initial and maximum LTV of 48.7% Appraisals indicate collateral cushion of 51.3% to 70.5% over the life of the Class A Certificates1 1 The percentages were calculated assuming the aircraft specified in page 7 of this presentation are the B737-800 scheduled for delivery between July 2009 and October 2010 financed hereunder. 5 |
Cross-Default Feature Stronger Cross-Default Feature than Previous EETCs Cross-Default of all aircraft from day one versus at maturity Cross-Collateralization of all aircraft Particularly beneficial with variety of aircraft vintages and models in the collateral pool 6 |
Collateral Summary 1 The lesser of the average and median values as appraised by AISI, BK Associates and Morten Beyer & Agnew (Maintenance Adjusted Base Value in the case of the Currently Owned Aircraft and standard Base Value in the case of the New Deliveries). 2 16 new aircraft selected from a pool of 59 B737-800 to be delivered between July 2009 and October 2010. 3 "W" indicates winglets. 7 |
American has obtained Desktop Appraisals from three appraisers: Morten Beyer & Agnew, BK Associates and Aircraft Information Services Appraisals calculated using Maintenance Adjusted Base Values for the currently owned aircraft and Base Values for the new aircraft Maintenance Adjusted Base Value includes adjustments from the mid-time, mid-life baseline to account for the actual maintenance status of the aircraft Appraisers looked at specific maintenance records of each of the currently owned aircraft Provides a more precise valuation of a given aircraft than Base Value Aggregate aircraft appraised value of $1,094,280,0001 Appraisals are available in the Preliminary Prospectus Supplement Aircraft Appraisals 1 Note: The percentages were calculated assuming the aircraft specified in page 7 of this presentation are the B737-800 scheduled for delivery between July 2009 and October 2010 financed hereunder. Appraised value is the lesser of the average and median values of each aircraft as appraised by three appraisers. An appraisal is only an estimate of value and should not be relied upon as a measure of realizable value. 8 |
High Quality Collateral Pool Note: The percentages were calculated assuming the aircraft specified in page 7 of this presentation are the B737-800 scheduled for delivery between July 2009 and October 2010 financed hereunder. All appraised values calculated using LMM Base Values Source: Morten Beyer & Agnew Aviation Consulting; American Airlines The B777-200ER and B737-800 are among the most popular and liquid aircraft models in production The majority of the pool is comprised of new delivery B737-800 aircraft, the best- selling model of narrowbody commercial aircraft The B777-200ER and B737-800 are core aircraft types to American's fleet operations 737-800 71% $780.7 MM 16 Aircraft 777-200ER 29% $313.6 MM 4 Aircraft 9 |
Boeing 737-800 Overview The B737 family is the world's all-time best selling family of narrowbody commercial aircraft Over 2,500 B737 aircraft in operation among 140 operators The B737-800 is the best selling model within the B737 family #1 in terms of order book (3,193) #2 in terms of current operators (117) The new deliveries will be added to American's current fleet of 84 B737-800's and are intended to help eventually replace American's fleet of approximately 270 MD-80's The B737-800s burn 35% less fuel than the MD-80 on a seat-mile basis They will be outfitted with Blended Winglets(tm) which provide significant operating, fuel efficiency and environmental benefits Source: The Boeing Company; MBA Appraisal, June 2009; American Airlines 10 |
Boeing 777-200ER Overview The B777-200ER is the most popular widebody aircraft in service and a staple of the trans-Atlantic and trans-Pacific fleets of many operators The B777 family is the second best selling widebody family in Boeing history and fourth best selling aircraft in Boeing history The B777-200ER has strong potential for freighter conversion, which can extend the life of the aircraft and support residual values Availability is limited with most surplus aircraft now absorbed. In the medium term, the B777-200ER is well-positioned with a broad operator and distribution base The B777-200ER flies throughout the American Airlines network to any of 16 different airports in the U.S., Europe, South America and Asia Source: The Boeing Company; MBA Appraisal, June 2009; American Airlines 11 |
Company Information American Airlines, principal subsidiary of AMR Corporation, provides scheduled jet services to approximately 150 destinations throughout North America, the Caribbean, Latin America, Europe and Asia. Together with its regional affiliates, American Airlines serves 250 cities in 40 countries with, on average, more than 3,400 daily flights. More information about American Airlines, including its most recent financial information, can be found in its SEC filings available on the SEC website (www.sec.gov), including but not limited to its quarterly report on Form 10-Q for the quarter ended March 31, 2009 and annual report on Form 10-K for the year ended December 31, 2008. Source: American Airlines 2008 10 - K 12 |