AMR Launches Cash Tender Offers for Selected Debt Securities
FORT WORTH, Texas, Oct. 24 /PRNewswire-FirstCall/ -- AMR Corporation (NYSE: AMR) today announced that it is commencing tender offers to purchase for cash any and all of the outstanding debt securities listed below (the "Securities").
The offers will expire at 5:00 p.m. New York City time, on Nov. 22, 2006, unless extended or earlier terminated (such time and date, as may be extended with respect to an offer, the "Expiration Time"). Holders must tender their Securities on or prior to the Expiration Time for the offer for such Securities to be eligible to receive the tender offer consideration listed below. The right to withdraw tendered Securities will expire at 5:00 p.m. New York City time on Nov. 22, 2006 (such time and date, as may be extended with respect to an offer, the "Withdrawal Deadline"). After the Withdrawal Deadline, tenders of Securities may not be withdrawn, subject to certain limited exceptions described in AMR's Offers to Purchase for Cash dated Oct. 24, 2006 (the "Offer to Purchase"). Each offer is independent and is not conditioned upon the other offers. Subject to applicable law and the terms and conditions of the applicable offer, AMR reserves the right, with respect to each offer, to waive any and all conditions to or extend, terminate or otherwise amend such offer. Any extension, termination or amendment of any offer to purchase Securities will be followed as promptly as practicable by a public announcement thereof.
With respect to each offer to purchase Securities of a series listed below, the Company will accept for purchase any and all validly tendered (and not validly withdrawn) Securities of such series by 5:00 p.m., New York City time, on the business day following the Expiration Time (the "Acceptance Date"), subject to the terms and conditions of such offer. The payment of the tender offer consideration for such Securities will be made on the third business day following the Expiration Time for such offer or otherwise promptly following the Expiration Time for such offer (the "Settlement Date"). In addition to the tender offer consideration, holders of such Securities will be paid any accrued and unpaid interest thereon, calculated up to but not including the payment date for such Securities, subject to certain limited exceptions described in the Offer to Purchase if the Settlement Date is after the record date for the payment of interest on such Securities and before the related interest payment date for such Securities.
The offers are being made to purchase for cash any and all of the outstanding Securities listed below:
CUSIP/ISIN Number Aggregate Principal Title of Tender Offer
Amount Outstanding Securities Consideration*
00176LBZ3/US00176LBZ31 $22,500,000 10.40% Medium
Term Notes,
Series B, due
March 10, 2011 $1,000.00
00176LCG4/US00176LCG41 $6,600,000 10.45% Medium
Term Notes,
Series B, due
March 10, 2011 $1,000.00
00176LCC3/US00176LCC37 $10,650,000 10.40% Medium
Term Notes,
Series B, due
March 15, 2011 $1,000.00
00176LCK5/US00176LCK52 $5,000,000 10.42% Medium
Term Notes,
Series B, due
March 15, 2011 $1,000.00
00176LCM1/US00176LCM19 $4,000,000 9.96% Medium
Term Notes,
Series C, due
May 2, 2011 $980.00
00176LCS8/US00176LCS88 $1,000,000 9.88% Medium
Term Notes,
Series C, due
May 16, 2011 $977.50
00176LCV1/US00176LCV18 $2,000,000 10.13% Medium
Term Notes,
Series C, due
June 15, 2011 $986.25
00176LDD0/US00176LDD01 $2,550,000 9.82% Medium
Term Notes,
Series C, due
October 25, 2011 $972.50
00176LDK4/US00176LDK44 $3,900,000 10.45% Medium
Term Notes,
Series C, due
November 15, 2011 $996.25
00176LDN8/US00176LDN82 $8,575,000 9.20% Medium
Term Notes,
Series C, due
January 30, 2012 $1,005.00
00176LEB3/US00176LEB36 $1,100,000 9.14% Medium
Term Notes,
Series D, due
February 21, 2012 $960.00
00176LCU3/US00176LCU35 $1,000,000 10.15% Medium
Term Notes,
Series C, due
May 15, 2020 $950.00
00176LCF6/US00176LCF67 $2,450,000 10.29% Medium
Term Notes,
Series B, due
March 8, 2021 $930.00
00176LCJ8/US00176LCJ89 $4,100,000 10.55% Medium
Term Notes,
Series B, due
March 12, 2021 $930.00
00176LCT6/US00176LCT61 $675,000 10.125% Medium
Term Notes,
Series C, due
June 1, 2021 $930.00
001765AU0/US001765AU07 $88,407,000 9% Debentures due
August 1, 2012 $1,050.00
001765AC0/US001765AC09 $78,215,000 9% Debentures due
September 15,
2016 $1,040.00
001765AE6/US001765AE64 $22,835,000 10.20% Debentures
due 2020 $1,016.25
001765AG1/US001765AG13 $9,705,000 9.88% Debentures
due 2020 $985.00
001765AK2/US001765AK25 $34,302,000 10% Debentures due
April 15, 2021 $1,018.75
001765AP1/US001765AP12 $16,818,000 9 3/4% Debentures due
August 15, 2021 $982.50
001765AQ9/US001765AQ94 $11,970,000 9.8% Debentures due
October 1, 2021 $988.75
* Per $1,000 principal amount of Securities of such series accepted for
purchase.
The complete terms and conditions of the offers are described in the Offer to Purchase and the related Letter of Transmittal, copies of which may be obtained from the Dealer Manager and Information Agent identified below. Questions regarding the offers should be directed to the Dealer Manager.
The Dealer Manager for the offers is:
Morgan Stanley
(800) 624-1808 (toll-free)
(212) 761-5746 (call collect)
Attention: Jeremy Warren
The Information Agent for the offers is:
Global Bondholder Services Corporation
(866) 795-2200 (toll-free)
This announcement is not an offer to purchase or a solicitation of an offer to purchase with respect to any securities and is for informational purposes only. The offers are being made solely by the Offer to Purchase and only to such persons and in such jurisdictions as are permitted under applicable law. Holders are directed to review the Offer to Purchase and related materials in their entirety to obtain information essential to making an informed investment decision.
Statements in this announcement contain 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 AMR's expectations or beliefs concerning future events. When used in this announcement, the words "expects," "plans," "anticipates," "indicates," "believes," "forecast," "guidance," "outlook," "may," "will," "should," and similar expressions are intended to identify forward-looking statements. Similarly, statements that describe AMR's objectives, plans or goals are forward-looking statements. Forward-looking statements include, without limitation, AMR's expectations concerning operations and financial conditions, including changes in capacity, revenues and costs; future financing plans and needs; overall economic and industry conditions; plans and objectives for future operations; and the impact on AMR of its results of operations in recent years and the sufficiency of its 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 announcement are based upon information available to AMR on the date of this announcement. AMR undertakes 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 AMR's actual results to differ materially from AMR's expectations. The following factors, in addition to other possible factors not listed, could cause AMR's actual results to differ materially from those expressed in forward-looking statements: the materially weakened financial condition of AMR, resulting from its significant losses in recent years; the ability of AMR to generate additional revenues and significantly reduce its costs; changes in economic and other conditions beyond AMR's control, and the volatile results of AMR's operations; AMR's substantial indebtedness and other obligations; the ability of AMR to satisfy existing financial or other covenants in certain of its credit agreements; continued high fuel prices and further increases in the price of fuel, and the availability of fuel; the fiercely competitive business environment faced by AMR, and historically low fare levels; competition with reorganized and reorganizing carriers; AMR's reduced pricing power; AMR's likely need to raise additional funds and its ability to do so on acceptable terms; changes in AMR's business strategy; government regulation of AMR's business; conflicts overseas or terrorist attacks; uncertainties with respect to AMR's international operations; outbreaks of a disease (such as SARS or avian flu) that affects travel behavior; uncertainties with respect to AMR's relationships with unionized and other employee work groups; increased insurance costs and potential reductions of available insurance coverage; AMR's ability to retain key management personnel; potential failures or disruptions of AMR's computer, communications or other technology systems; changes in the price of AMR's common stock; and the ability of AMR to reach acceptable agreements with third parties. Additional information concerning these and other factors is contained in AMR's Securities and Exchange Commission filings, including but not limited to AMR's Annual Report on Form 10-K for the year ended December 31, 2005.
SOURCE AMR Corporation
-0- 10/24/2006
/CONTACT: Andrew Backover, Corporate Communications of AMR Corporation,
+1-817-967-6167, or cell, +1-214-684-0967, or andrew.backover@aa.com /
CO: AMR Corporation
ST: Texas
IN: AIR TRA LEI
SU: TNM
AP-CT
-- DATU025 --
7307 10/24/2006 07:32 EDT http://www.prnewswire.com