American Airlines 2012 Annual Report Download - page 103

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Table of Contents
Reflecting the above transactions, American had total aircraft acquisition commitments as follows:
Boeing
Airbus
737 Family
737 MAX
777-300 ER
787 Family
A320
Family
A320 NEO
Total
2013 Purchase
31
8
39
Lease
20
20
2014 Purchase
5
6
2
13
Lease
15
35
50
2015 Purchase
2
11
13
Lease
20
30
50
2016 Purchase
2
13
15
Lease
20
25
45
2017 Purchase
9
10
19
Lease
20
20
40
2018 and
beyond
Purchase
100
7
120
227
Lease
Total Purchase
36
100
18
42
130
326
Lease
75
130
205
Subject to assumption of certain of the related agreements, payments for the above purchase commitments and certain engines will approximate $2.3 billion in
2013, $1.5 billion in 2014, $1.7 billion in 2015, $2.1 billion in 2016, $2.1 billion in 2017 and $12.8 billion for 2018 and beyond. These amounts are net
of purchase deposits currently held by the manufacturers. American has granted Boeing a security interest in American's purchase deposits with Boeing.
New Capacity Purchase Agreement
On January 23, 2013, American entered into a 12 year capacity purchase agreement with Republic Airline Inc. (Republic), a subsidiary of Republic Airways
Holdings, to provide large regional jet flying. Through the agreement, which is subject to approval by the Bankruptcy Court, Republic will acquire 53
Embraer E-175 aircraft featuring a two-class cabin with 12 first class seats and 64 seats in the main cabin. The aircraft, which will fly under the American
Eagle brand, will phase into operation at approximately two to three aircraft per month beginning in mid-2013. All 53 aircraft are expected to be in operation by
the first quarter of 2015.
Reflecting the above transaction, American's minimum fixed obligations under its capacity purchase agreements with third party regional airlines will
approximate $353 million in 2013, $589 million in 2014, $739 million in 2015, $736 million in 2016, $580 million in 2017 and $4.8 billion in 2018 and
beyond. These obligations contemplate minimum levels of flying by the third party airlines under the respective agreements and also reflect assumptions
regarding certain costs associated with the minimum levels of flying such as the cost of fuel, insurance, catering, property tax and landing fees. Accordingly,
actual payments under these agreements could differ materially from the minimum fixed obligations set forth above.
EETC Transactions
The Company filed a motion with the Bankruptcy Court on October 9, 2012, requesting entry of an order authorizing American to, among other things: (i)
obtain postpetition financing in an amount of up to $1.5 billion secured on a first priority basis by, among other things, up to 41 Boeing 737-823 aircraft, 14
Boeing 757-223 aircraft, one Boeing 767-323ER aircraft and 19 Boeing 777-223ER aircraft as part of a new enhanced equipment trust certificate (EETC)
financing (the Refinancing EETC) to be offered pursuant to Rule 144A under the Securities Act of 1933 as amended, and (ii) use cash on hand (including
proceeds of the Refinancing EETC) to indefeasibly repay the existing prepetition obligations secured by such aircraft, as applicable, which are currently
financed through, as the case may be, an EETC financing entered into by American in July 2009 (the Series 2009-1 Pass Through Certificates), a secured
notes financing entered into by American in July 2009 (the 2009-2 Senior Secured Notes) and an EETC financing entered into by American in October 2011
(the Series 2011-2 Pass Through Certificates and, together with the Series 2009-1 Pass Through Certificates and the 2009-2 Senior Secured Notes, the
Existing Financings), in each case without the payment of any make-whole amount or other premium or prepayment penalty. American expects the
Refinancing EETC structure to be substantially similar to the structure of the Series 2011-2 Pass Through Certificates, other than the economic terms (such as
the interest rate) and certain terms and conditions to be in effect during its current Chapter 11 bankruptcy case.
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